


A Spider's Web

by Djinn_n_Tonic



Category: Marvel, Spider-Man (Comicverse), Spider-Man - All Media Types, X-Men - All Media Types
Genre: Anal Sex, F/F, F/M, Face-Sitting, Large Breasts, Light BDSM, Marvel Universe, Multi, Oral Sex, Outdoor Sex, Seduction, Seduction to the Dark Side, Sex Toys, Shower Sex, Spanking, Threesome, Threesome - F/F/M, smothering
Language: English
Status: Completed
Published: 2016-07-17
Updated: 2016-07-18
Packaged: 2018-07-24 16:24:11
Rating: Explicit
Warnings: No Archive Warnings Apply
Chapters: 9
Words: 43,223
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/7515049
Author URL: https://archiveofourown.org/users/Djinn_n_Tonic/pseuds/Djinn_n_Tonic
Summary: <blockquote class="userstuff">
              <p>After a heated encounter with Spider-Man, Black Cat comes across a dark, alien, power that will allow her to gain Spidey's affection, no matter the cost.</p>
            </blockquote>





	1. Issue 01: Hot Cat on a Concrete Roof

**Author's Note:**

> The characters in this story are property of Marvel comics. I have used them in honor of the comic series and admiration for the characters. This story is original and is in no way tied to any of the canons of the Marvel Universe (to save myself the grief of working with time lines). This story contains adult material of a sexual nature. If it is illegal for you to view such material, turn back now. This work is copyrighted to the author. Do not post this on any other site or use it for personal gain. It is for entertainment purposes only. Thank you.

"Here's another one for ya, compliments of your friendly neighborhood Spider-Man," read off the police officer once again appearing a minute too late to see that his job was already done for him and a note pinned to the upside down punk's web wrap. Crumpling the paper in irritation, he tossed it aside into one of the many festering trash cans that so elegantly complimented the alley so perfectly. Signaling to his men to cut him down and cuff him, he turned and walked back to his car to fill out the paper work.  
  
Watching the scene, curious as to the reaction of his nightly help, Spider-Man leaned over the roof top edge and sighed, once again seeing that the cops were more annoyed by his vigilante justice than eased by it. Nothing new, though, so he excused himself, not wanting to press his luck with time. A few speedy steps and a daring leap of the edge later and the familiar *thwip* sound was heard as a stream of science created web fluid sprung from his wrist and the web swinger lived up to his name as he left the police officer with that one glimpse of him before he took off for the night. Despite having been in the city, fighting crime and foiling other costumed super powered crime involvers, people still liked to look up and watch as he swung by over their fair city, gawking at the grace and agility they witnessed for only a moment's glance. He loved how he could cause a New Yorker, one who had grown old of craning their neck skyward, do it all over again like a tourist. That took some of the sting off the glare the police officer gave him.  
  
No time to swing around to relieve stress that night, no, he had plans. Tonight was a very special night for him, it was his and Mary Jane's first anniversary of marriage together. He had already sent her the gift, elegant and expensive, but it was to make up for the fact that he couldn't promise her a romantic evening out. He relished in how understanding she was, though, to that effect. She knew that when she married Spider-Man that she would not get the typical husband, she admitted that, but she told him that she got a better one through that. A smile spread under his mask as he day dreamed about how perfect she was for him, and his lapse in focus nearly caused him to come crashing through the window of a Times Square billboard. That was a close one, he thought. The last thing I need is to splat right onto the Virgin sign and have someone take a picture of that and run it on the front page.  
  
Five more minutes of swinging led him nearly all the way to his New York apartment before he heard a blood curdling alarm sound mixed with coming sirens. Halting his swing by perching upon the ledge of a building, joining a gargoyle in stare, he saw that the cause of this was a bank robbery and the perp was making her escape just as he had come into play. It was the Black Cat. More of a nuisance than a danger, really, but she was making away with what looked like a cliche bag of money. He hung his head low after looking to a large clock that over looked the street and gave himself an hour to get back to Mary Jane while it was still technically their anniversary. Focusing himself, he leaped off the granite and swung into action, literally.  
  
It didn't take him long to catch up with the voluptuous cat burglar, but her acrobatic skills were still something to be pitted against. She had noticed the web head with a few choice glances over her shoulder, peering out her black mask that complimented her face. The black leather clad woman with flowing ivory hair leaped and leaped, but Spider-Man was still able to make further leaps with his webs and superior agility. Just as she was about to make one more dash off the building, a snag upon her out reached wrists came and snapped her backwards. Wrists had been bound by the familiar web and a stream of it from it was led back to good ol' Spider-Man.  
  
"Yeehaw! Caught ya, partner," jested the wrangling super hero, lifting the web up to hang and twist over a pipe and let her hang just inches off the ground, her back to the wall of the doorway that lead up from inside the building. Easing himself down, upside down, as he was prone to do, he stared Black Cat in the eyes with his big white saucers and smirked beneath the mask. "How many times do we have to go through this, Cat?" he inquired.  
  
Her full lips pulled into a smirk of their own, and her eye lids dropped a tad in a sultry manner, working herself into her seductive manner in order to escape police capture yet again with, no less, the aid of her current capture. "Until I get properly punished, I guess. Perhaps a spanking would set me right?", she reasoned, pursing her lips innocently and fluttering her eye lashes in form with that. Her hips slowly swayed, wantingly, and the web crawler fell distracted by her charm.  
  
Shaking it off, remembering his set time limit, he quickly reached down and snatched the bag of bills that was held to her hip. "No, I think staying tied up until the web disintegrates will be well enough of a lesson for you, Cat," he bargained. For anyone else he would turn them in, but he sensed good in Black Cat, unlike his other costumed foes. Her antics were typically a method of getting his attention, which always worked, and she rarely meant harm, so he rarely turned her in. It caused more grief for him to catch her time and time again only to release her back into the sea of the city, but he knew that putting her in jail would be fruitless. A woman of her expertise and charm could find her way out of the bars in no time flat. Speaking of flat, she certainly wasn't, and he noticed this every time the met. Her breasts were incredibly large, but did not sag in the least. They filled out her suit to burst, with a large cut down the suit that showed off the valley of her chest and just below it. He would theorize that the reason why her charm usually didn't work on him, even though it did, was because she turned it on right after a good chase, leaving her breathless and her chest heaving up and down, up and down, up and down. Sweat would sometimes glaze her tanned skin and the moon light would reflect off it, like it was now, to match the sheen of her leather cat suit. Of course, it would be criminal not to mention the legs and ass of a woman as athletic as she. Whenever Cat would pin Spidey, she would straddle him and he would feel those tight firm muscles of her thighs wrap around his hips. When in hot pursuit, he was always inclined to check out her full and heart shaped ass, just begging to be freed from the tight leather constraints.  
  
Despite the obvious sexual tension, they had never once done anything about it. Not even a kiss. Spidey was valiantly tied to Mary Jane and would never betray her, even if it was with a woman even more voluptuous than her. An abrupt clearing of Cat's throat, with a pompous tone on it no less, Spidey snapped back to the there and now and realized he had been staring at his captive's breasts for some time now. It wasn't easy to tell where Spider-Man was looking through those giant white eyes he saw through, but it was all too apparent to her that he was staring at her generous chest.  
  
"Once again, I'm glad you approve, Spidey," she playfully put, having caught him several times before looking at her tits. She raised her torso a bit, bending her back some and gave him a 'come fuck me' look as she made her breasts look all the more big and perky. She didn't know if he would go for it, though, as she had put on that look every time they had met in the past year and all she got from him was a nervous crack in his voice and a half chubby in his spandex. Even if she never got any from the man she admired, the hero she had fallen for, she found it fun to mess with him all the same.  
  
"I'm afraid I c-can't," there was the nervous crack, "do this tonight, C-cat. I have other arrangements". With bag of money in one hand and growing erection in pants, he began to pull himself up the web line he had created just before he heard her speak up again.  
  
"That's not all the money," she simply put.  
  
Stopping, he peered down, getting a good look down her top, though it didn't show any more than any other vantage point, and saw her smiling up at him. Easing himself back down, he let go of the web and stood on two feet to speak to her face to face. "What do you mean by that?"  
  
"Exactly what I said. That's not all the money. There's about...two thousand you're missing," she devilishly played upon him, her lips smiling even wider and flashing her pearly whites.  
  
He raised a brow and looked at her strongly to try and catch if she was lying. "You're full of it. You're just messing with me, AGAIN," he replied and turned his back on her, raising a hand up and ready to shoot web to the nearest building to swing away before she could sink her claws deeper into him.  
  
"Perhaps, but if I'm right and you hand over the money and they see two grand is missing, they're going to think their friendly neighborhood Spider-Man is skimming off the top for himself," she reasoned. She wasn't wrong, either. Although the people of New York loved and cherished Spider-Man, many were looking for a reason to throw him into jail, especially the police. Knowing this, Spider-Man hung his head low with a sigh and turned around.  
  
"Alright, then where is the money?" he simply asked.  
  
"Strapped to my thigh," she revealed with the sultriest of looks, raising her leg slightly to get his attention to it even more.  
  
He watched those leg muscles tighten and press against the leather. He gulped, knowing that the only way to get it would he to be to reach in, and with that tight suit, there wasn't much room to maneuver. He then realized that this must be a trick. This is exactly what she would say to get him to grope her thigh and seduce him further. "...You're lying," he finally said after several seconds of deduction.  
  
"Maybe I am, maybe I'm not, but what have you got to lose if you try? If I'm telling the truth, you get the money and New York loves you even more. If I'm lying, well, at least you got under my suit," she reasoned. Again, she was right. He had nothing to lose, but perhaps may gain some guilt for touching her in such a way. To egg him on further, she slowly licked her upper lip, dragging the tip along it just enough to wet the tier while keeping the purple painted lip revealed. Just as the tongue reached the end and retreated back inside, the corner of her lower lip was pulled underneath her canine and let to spring back with the naughtiest of implications behind it; lips still parted in a sexual manner, then right back to the seductive smile.  
  
Swallowing his pride and guilt, he apologized to Mary Jane in his head and put the bag of money down as he approached. The ring at the end of her zipper shined in the moonlight, the only piece of metal on her uniform. He gave one last look up at her and then back down. It was all or nothing time. Index finger looped into the ring and tugged down slowly, revealing more and more of her flesh as the sounds of the city were drowned out in his mind, only the sound of parting leather and the slow unzipping resonating around him. The suit was so tight that he always saw every outline and indent of her body, but when he saw it just as flesh, his skin jumped. She didn't make things easier by swaying her hips very slowly, almost unnoticeable, bending her abdomen back and forth, showing her muscles dance seductively.  
  
His face snapped up to look her dead in the eye and he firmly demanded, "Stop that".  
  
Her lips pursed in an O at the firm order. "Ooo, I love a man who is all dominant," she teased, blowing him a kiss without hand.  
  
Shaking his head, he ignored her as best he could, and continuing unzipping her. The zipper led all the way to the top of her pelvis before it stopped. He breathed a sigh of relief that it didn't go any further, but now was the hard part. "Okay, which leg is it?" he humbly asked. He didn't need to reach in and find out he was going on the wrong leg. It was a 50/50 shot, but he didn't like those odds.  
  
"Right, Spidey," she honestly replied. She decided to throw him a bone, and then perhaps later he'd throw her one.  
  
Nodding, he began to tuck his fingertips under the tight leather. She purred and smirked as his hand began to venture into her suit. She rocked her leg a bit in response to his touch, but that was completely involuntary, and he kind of knew that in an arrogant way. Taking another deep breath he placed his hand all the way into her suit, trying desperately to avoid the cat's pussy. Even so, he could feel the heat pushing from it, even through his glove. This perplexed him. Was she really horny right now? He looked up at her and saw a face of loss of control, her lip being chewed on slightly and the moment he spotted her she switched back to her proud seductive smile. She really was hot for him! All this time he thought she was just messing with him. Despite his developed muscles and heroic acts, Spider-Man always saw himself as mild mannered Peter Parker, whom no girl but Mary Jane would go for. He had to get his mind off that, though, as he was starting to react in his pants as well.  
  
With the suit so tight there was no room to really get any maneuvering going, so his arm would have to plunge straight down. Again apologizing to Mary Jane in his head, he stood closer to her, chest to breasts, and straightened his arm around to begin to dip it further. Her lips pulled into a smirk as he was so close, and he tried to avert his gaze, moving blindly in her pants as he searched for the strap that kept the bills. He found it, running his fingers along it to follow to the outside of the thigh and find the money. But there was none! He snapped his eyes once more to her and she shook her head, amused.  
  
"Inner thigh, web head," she happily corrected, whispering into his ear with the sultriest of tones. Her voice had gotten smokey and alluring, and a soft purr accented the background of her words.  
  
Of course, of-frigging-course, he thought. No no, it couldn't have been simple and been to her outer thigh, not Black Cat. It had to be on her inner thigh, directly below her. He shook his mind clean and thought of baseball. Gulping, he began to move his hand again and directed it towards between her legs. He began to feel the edge of the bills and breathed a sigh of relief. She was telling the truth. Now, to pull it out. It was tight between the leather and her leg, but as he gave a good slow tug he began to pull it out, but not without inadvertently rubbing his forearm against her dampness.  
  
Unbashfully she threw her head back with moan, softer than silk, as friction was brought to her nether lips. Biting her lip her head fell back, staring at his arm as it pressed against her pelvis and stomach. Once his hand was out, he reared away from her and tossed the money down. He didn't bother to count it, he trusted it was all there.  
  
He was about to tell her something witty, something life changing perhaps, but when he saw her face, that hot and heavy face, that wanting face with a real 'come fuck me' look, he lost his words. He slowly walked back and stared at her again, watching her intently for the first reason to walk away and forget her, but it never came. She just breathed heavily, her breasts rising and falling, so large that they brushed against his chest, tantalizing him, but he was more focused on her eyes, for once. He said nothing as he lifted up his mask to just beneath his nose and plunged forward, locking his lips to her far more impressive pair as a gloved hand lost itself in her white waterfall hair and pulled her head to his.  
  
For once, her eyes widened by something he did. She was surprised to say the least, amazed she had actually roped him in, but they soon fell closed as she lost herself in the kiss with the man she had been flirting with for almost two years now. Her full purple lips danced against his, threatening to engulf his mouth under their plushness. She would suck on his lower lip for a good minute before she threw her tongue into play, restless that he hadn't done so with his yet. The muscle parted his lips past her own and invited itself into his mouth with expert grace. Her tongue ran down one side of his tongue, crawled over the top, and pulled up against the other side, running her tongue stud, spherical and smooth, against his ill experienced tongue the whole time. Her leg would have bent at the knee had a wall not been right there behind her.  
  
He couldn't believe what he was doing. He had a wife, a happy marriage, and was madly in love with Mary Jane. Yet even so he was making out with this voluptuous criminal on a roof top on his anniversary, no less. He told himself over and over to stop, but all that happened was his hand pressed to the small of her back and pulled her body against him. He told himself to run away now, but his body responded with a growl to her tongue. He told himself that he loved Mary Jane, but his cock wanted this pussy. However, eventually reason took over and he pulled himself off of her, using the moment to catch his breath. Before his exposed lips could utter a word of protest, Black Cat was free.  
  
Using her claw like gloves, she cut through the webbing with ease, putting the fact to him that she could have escaped him long ago and, more importantly, gotten the money out of her suit herself. She had a face of pure sexual want. Her energy focused like a laser beam, her eyes sparkled with determination. Now that she had his taste on her lips, her tongue dragging across them, she was not going to let him get away. "Lose the costume, keep the mask," she said, giving the demands down, before pulling his mask back down around his mouth. She wanted to fuck Spider-Man, not the man behind the mask. That's whom she had fallen for, not whoever wore the costume.  
  
Oddly enough, Spider-Man did not argue. His suit was removed with much fumbling, like a teenager about to lose his virginity, but his mask remained. It was hotter inside of the covering than usual, but he'd deal. He wanted this now, his cock had taken over his mind and he thought only of taking her right then and there. Wait, right then and there? A bit of civilized mentally ran back into his mind to inquire on that. "Wait, you want to do it here?" he asked.  
  
"Why? Do you have some place else we can go to?" She excitedly asked, running her paws up from his stomach to his pecks, all well defined. "A...Spider Lair, or something?" she giggled at the idea.  
  
He was ready to say they could go back to his apartment but two things stuck out as big no-nos to that. For one, it's not very impressive. Hey may be Spider-Man, but Peter Parker paid the bills, with some help from Mary Jane's modeling career. Secondly, Mary Jane. That was the clincher, they would do it on the roof top then. "No, the city is my lair," he said, trying to be debonair. He thought it sounded better in his head.  
  
She smirked and gave his chest a little teasing scratch before sinking to her knees. The white fur that lined parts of her costume ran against his skin as she lowered herself and the soft feeling of it send shivers through him. That was nothing compared to the feeling of her tongue against the underside of his cock. She spared no time and went immediately for the taste, starting at the base and gliding up all 7 1/2 inches. She opted not to use her hands just yet, instead gripping his hips and pressing her nails against his skin, threatening to pierce, all while he was relaxed by her masterful tongue. The whole while her eyes were looking up at him for approval, not needing to see what she was doing, like her tongue had taken the helm and was taking care of everything. She licked his dick up and down like a Popsicle over and over, getting it thoroughly wet before her lips would engulf the head. She held it there for a moment, watching him writhe and moan, hands gripping her wrists for support, before she let it out with a pop and smirk. She would repeat this, each time taking another inch into her mouth. Eight rounds of this later, she was beginning to use a hand, gripping the base of his cock as she took the rest of him into her mouth, almost deep throating, and wrapped her tongue around the pole as she bobbed her head.  
  
As she blew him, he couldn't help but compare her style to Mary Jane's. Cat was not a vigorous one, opting for style and smooth motions, tactical advances of her lips and tongue to make up for the speed and vitality that other girls, like Mary Jane, used. Mary Jane, as stated, was the opposite. Sure she liked to tease and play with the cock before finally taking it, but when she did, did she ever suck like a pro, bobbing and weaving, faster and faster until you came like a garden hose. However, he couldn't pit which one was better than the other. It was like comparing Star Wars to Lord of the Rings. Both had their strengths and weaknesses, but both gave you a good nerd-gasm, and these girls gave the regular kind of orgasm. Speaking of...  
  
"Ah shit! Cat, Cat I'm gonna come!" he managed out. With Mary Jane, he usually doesn't have the second thought to warn her, but she liked to swallow, so she didn't mind, and could read him like a book anyway, so she would see it coming. So could Black Cat, feeling the veins pulsate and the cupped balls pull up. Unlike Mary Jane, she would not swallow. Instead she pulled out the cock and quickly aimed it at her chest, shaking her head to move her hair off her shoulders to avoid splash damage to her well kept hair. The web slinger's white fluid spilled upon her chest with great abundance, laying down a good helping of cum on top of and between her breasts. A heavy drop rolled down her middle and a clawed finger scooped it back up to be sucked off her finger. Giving that finger a pop like she had his cock, she smiled.  
  
Standing, without words, she began to peel off her suit. Already unzipped, she pulled it down off her arms and then pushed the remaining covering down her long and strong legs, pulling her feet out of her fur laced stilletoes and stood before him as a sexual goddess. Her body was no mystery having given her suit and how much it showed, but like before, it was much better to see her in the flesh than just the outline of her form. Her nipples were hard as diamonds, standing proud upon her breasts, which did not sag in the least despite their size. She knew he would guess they were fake, but he would know better soon enough. Bare hands began to massage said tits, working the cum against her skin like a lotion, she moaning as she locked eyes with him.  
  
Spidey couldn't believe the sight. This beautiful woman, this criminal, was treating his jizz, HIS, like it was a precious substance! He gulped again and licked his lips slightly. He reached up to pull his mask up to expose his mouth again, wanting to suck on those tits like a starving babe, but she stopped him.  
  
"I said keep the mask on, Spidey," she said without reason as to why, and he wouldn't ask, lest he ensue some rage from her and she walk out on that moment, though she doubted she could see a reason to leave him now. She was hornier than he at this point. "Lay back," she again said simply, pointing to the ground to be extra clear what she wanted him to do.  
  
Again without question he did as she wanted. He laid back onto the gravel, the dirt and rock pressing into his back, but he didn't mind really. His mind was focused on other things. He as he watched her sway her hips, her breasts hopping ever so slightly as she approached, he noticed his cock was still hard and he was thankful for that. His youthful stamina allowed him to get a hard on soon after climax, but then any man could probably do the same when faced with a naked Black Cat. As she aimed herself over him, staring down at him with a proud smile, he finally managed to find words. "Um...I don't exactly keep a...you know...on me," he nervously admitted. He had just gotten a blow job and he couldn't say "condom" in front of her.  
  
She smiled and shook her head. "Don't worry about it. I'm sure your Spidey-Sense will tell you when it's safe to pull out," she replied with a wink. It really didn't work that way, and he would be hard pressed to pull out when she was on top, but again he wouldn't argue, in fact she started to make sense. With no more interruptions, the busty ivory headed burglar began to lower herself once more, onto his cock this time. Bare knees touched the concrete roof but she did not mind. Most likely they would get scraped up and she would need to bandage them after tonight, but it could be worse, she could be in Spidey's position, his back and ass about to get the treatment her knees wore. Giggling at the thought, she reached down and gripped his hard cock, though a bit softer than before. To get it harder, she rubbed the head against her lips, teasing herself more than him. As she felt the familiar steel solidness of the tool, she lowered her shaved pussy onto him.  
  
She was tight, like a vice, and warm as a summer's noon. His hands instinctively went up to her hips to rest comfortably. He knew she was in control, so he would not try to maneuver her, and he would be thankful he didn't either, as he soon found that Black Cat not only used her agility and grace to rob banks, but she could move her hips in ways that a normal woman never could.  
  
Her hips swayed in a dance all her own, her ass rubbing against his thighs as she did. A hand brace against his stomach as she moaned loudly, using the maneuver to have his cock hit all the places he couldn't by his own direction. Her other hand reached down and grabbed one of his own from her hips and planted it on her large breast. She moaned louder as he strong palm pressed against her nipple, covering it like a shield. This caused her to vary her movements, becoming unpredictable to him but to her she was moving with a set dance that she had mastered for herself.  
  
With his hand invited to her breast, his other would follow to cup the other one as best it could. Their size was too large to grip it all, and as he squeezed, her tit flesh flowed between his fingers. He tweaked and pulled on her nipples to her joy, getting moans and groans in a throaty manner as she now began to bounce as well as ground onto him. Whenever his hips would buck up, she would force them back down with her hand just above his pelvic region and her powerful hips. He would get his chance to dominate, but not yet.  
  
She writhed and ground and bounced upon him, her breasts kept in hold by him. One hand planted on him and the other now reached to rub her cute little clit. Her arms pressed close together forced her tits together as well, creating a powerful cleavage to which Spider-Man would stare at intently. She started to wail with her moans and shudders, but the city would not hear it over the sound of traffic and such, which only led her to get louder and louder. Soon her stomach felt that tightening and she pulled herself all the way up until just the head was in her, and then shot herself back down hard and fast; thankfully her skill allowed her to go straight down and not bend poor Spidey's cock. The moment she hit his hips she came, her pussy forcing around him like a vice. After coating his cock in her honey, she moved to let him slip out, still hard, and crawled over him. Her breasts hit against his face and her pussy was directly above his face as she did. She continued this on past him, moving just like a cat, until she reached the edge of the building and stood up, bracing her hands against the edge. She gave that 'come fuck me' stare again, over her shoulder, hair complimenting her face as it rained down from her head, and she shook her as slowly at him, beckoning him over.  
  
Needing no words, Spider-Man stood. His cock bounced as he walked over, and his eyes scanned the area for on lookers. He peered over the edge of the building. They were high up enough that no one should notice them, on a building no one would care to gander up upon, but low down enough that if anyone was quiet enough, they would hear them. How thrilling! He stared down at her plump ass and noticed the tribal tattoo that started from one side of her ass and pulled down towards between them and off to the other side, the ink just above the cheeks and going over the tail bone. As he looked upon her ass, he couldn't help but wonder if he could...no, she wouldn't let him do that, would she? He was well lubricated, thanks to her, so maybe...As he wondered, he noticed her look back over her shoulder again and give him his answer. She nodded in agreement, knowing what she wanted, and braced herself for it. Just to be thorough, he reached down and pushed two fingers into her pussy to get some more juice on his digits. Taking the index and middle finger, wet from her, he got her puckered ass hole wet and lubed for his entrance. He had never done this before, Mary Jane refusing, and he never being that interested in it anyway. But, if you're gonna cheat on your wife, might as well do any taboo you can, right? Everything wet that needed to be, he began to push into her ass, and it was a much harder fit than her pussy, of course. She wailed out in pleasurable pain as he dug his cock into her, going deeper and deeper until finally he hit the hilt of his cock. He worked it slow, at first, gripping her hips to steady her, to get a good feel for her and let her get used to the visitor. After a few minutes of slow fucking, he began to pick up the pace.  
  
She whimpered loudly from the roof top, the people below unaware of the super hero fuck fest going up above them. Her breasts swung more and more with his increasingly thrusts and she knew they would be sore later, but she didn't care. She began to moan and scream as he did exactly what she wanted without her having to ask/tell. His palm slapped against her plump ass cheek, the sound resonating along with her surprised but pleased gasp. A face to match the sound as she turned her head to look at him, letting him know she liked that, and he continued.  
  
Her ass was much tighter than her pussy, and perhaps a bit warmer, he couldn't tell, but he did prefer her slit rather than her hole. All the same, he continued to pound away and spank at his leisure. Getting into it, a hand reached forward to grab her shoulder to keep her from thrusting too far forward and he fucked her even harder. Over and over he pounded his cock into her, like a jackhammer with that Spidey strength and speed, though having to keep a tab on it as not to break anything. She was still human, after all, and years of fucking MJ taught him how to keep himself from going from human strength to super hero to a point that it caused pain.  
  
Her hand reached down and began to rub her pussy, frigging herself with her middle and ring finger as the thumb worked the clit. As she screamed for Spider-Man, she came a second time and coated her fingers in her pussy juice again, pulling them up to suck them clean as the remainder dribbled down her thighs. Spider-Man would come soon as well, not pulling out in time and emptying his load into her; she loved it. She had a part of him now inside of her. Plus, it was in her ass, so there was no risk of pregnancy, and she doubted a clean cut guy like Spider-Man would carry any STDs.  
  
As he came down from his second climax, his cock soft now, his eyes peered open and the smile on his face faded as he noticed the time was now 1 AM. They had been fucking for a good 2 hours! My how time flies when, well, you know. He pulled out and scrambled to get his suit back on. "I'm really sorry, Cat, but I have to go. I'm very late!"  
  
She was disappointed he wouldn't be able to stay for more, but she accepted. Walking over, she smiled. "You sound like the rabbit in Alice in Wonderland. Well, rabbit, let me give you something". With that she dragged her fingernail against his chest, leaving a scratch just between his pecks. He winced in pain and then looked at her strangely. Smiling, she explained that, "This way, you'll always remember me, and that I own you now, Spidey." The words would shake him to his core, and she would kiss his wound before going to let him finish dressing.  
  
He was worried now, running worse case scenarios in his head, along with those of the worry that Mary Jane would be incredibly pissed with him, so he rushed all the more to get dressed again. "We'll do this again sometime!" he called out foolishly as he swung away, hitting himself mentally as he said that, promising her that they would join in another romantic tryst. Although Spidey loathed himself for saying that, it warmed Cat's heart.  
  
Moments later, Spider-Man finally returned home, landing upon his apartment balcony and looking in the window to the dark bedroom. Sighing, he knew now that Mary Jane had given up on waiting and went to sleep. He felt terrible. Pulling off his mask, he sulked into the home through the window, tossing the mask upon the bed. In worry, he ran his fingers through his hair and pulled his head back in wonder what he would do next. Just then, the lights flipped on near the bed and his attention went to a very awake Mary Jane.  
  
She was knelt upon the bed, his mask in one hand, her other on her thigh. A red nightie grace her model form as a Spider-Man bra and panty set covered her privates. She gave a smile similar to Black Cat's as she saw him. She was obviously ready and rearing to go and unaware that Spider-Man was beat from before. Either way, she delivered the line that always got her her way with him. "Face it, tiger. You just hit the jackpot."


	2. Issue 02: Wet Hot American Shower

**Summary for the Chapter:**

> Spidey deals with the guilt of cheating on MJ in the least productive way possible.

**Notes for the Chapter:**

> The characters in this story are property of Marvel comics. I have used them in honor of the comic series and admiration for the characters. This story is original and is in no way tied to any of the canons of the Marvel Universe (to save myself the grief of working with time lines). This story contains adult material of a sexual nature. If it is illegal for you to view such material, turn back now. This work is copyrighted to the author. Do not post this on any other site or use it for personal gain. It is for entertainment purposes only. Thank you.

When we last left our hero, Spider-Man, he had just captured the voluptuous cat burglar, Black Cat. However, he soon became the captive one as he was enchanted by her seductive movements and assets. Ignoring years of evolution, the web slinger thrust himself upon her and fulfilled her every fantasy since she decided he was the man for her. All is well and good in that respect, but Spider-Man is married to the girl next door, Mary Jane, and his infidelity came upon the night of the first anniversary. Stricken with grief for his disloyalty, Spider-Man returns home in hopes of having only disappointed MJ by being late and she had gone to sleep, but he finds that he will not get off so easily from the red haired vixen...  
  
"Mary Jane!" the unmasked and surprised Peter Parker exclaimed as the lights flicked on to illuminate the red haired Mary Jane. "You're awake...which is good, I mean!" Pete stumbled with his words, feeling that every syllable incriminated him further, and would it have been any other night, it probably would have, but he saw no nagging scowl on his wife's face.  
  
MJ gave a slow nod, inching closer to the edge of the bed by the shuffling of her knees, tossing away the caught Spider-Man mask to lay on the floor like a discarded sock. "I was about to go to sleep, I'll admit, but that necklace you bought me gave me the will to fight on and wait for my husband to come home and get his present..." she explained, reaching forward, red finger nails dipping in to the hem of his Spidey-pants to begin to slowly tugged them down as she laughed excitedly, lightly under her breath.  
  
The ever overly cautious Peter Parker nervously feared that Cat somehow left purple lip stick on his cock or her scent would be unmistakable as foreign to Mary Jane and she'd throw his ass out. That and after having cum twice in under just an hour or two, he didn't have the fortitude to get it up as quickly as usual, which he also feared would be a clue to his infidelity. Quick to move, as if his Spidey senses aided him to once again avoid danger, danger of a scorned wife hitting him with frying pan, he stepped away from the advances, just out of her arms' reach and received a curious glance from her. "You don't want to get to close to me, MJ. I just had a bought with Rhino and you know how taking down that lummox works up a sweat. I'm all stinky and gross and blah, ha ha," Pete explained, nervously laughing as he backed up further towards the bathroom. "Let me just shower up and I'll be back to celebrate our anniversary with you," he promised and quickly stole away to the confines of the bathroom.   
  
An exasperated sigh rushed out of his mouth as he rested against the door and thought of what to do next. His excuse worked better than he thought as he figured a good hot shower would rinse away any evidence of the cat pouncing him and would give him time to revitalize his boys.  _Perfect!,_ he thought, and quickly peeled the super hero costume from his flesh. The shower was turned on and he quickly stepped into the steamy spray, dipping his head under quickly and letting his wet brown strands curtain over his face. His thoughts a race added with the curtain of water surrounding his head didn't let him hear the approaching bare foot steps into the bathroom. No danger was going to befall him so his spider senses relaxed, but that meant he was all the more surprised when he felt a warm hand on his shoulder. He yelled and spun around, not slipping due to his super human reflexes, and saw a totally nude Mary Jane standing with him in the shower stall. "MJ? What are you –" he was cut off by a pressed finger to his lips and a "shhh" from the red head.  
  
"Oh like you didn't know I was coming in. You practically pulled me in yourself, tiger," she said, unaware that his escape was just that, an escape, and not a clever ruse. "Your sweat coated body has never stopped us from fucking before, in fact I love to see my man all sweaty from saving the day, and we've both been talking about trying out the shower 'together' for a few weeks now. Besides, no man would dare stand me up for another second after being late for our anniversary," she finally concluded, resting her hands on her hips as she waited to hear him admit to her cleverness.  
  
He slowly tried to make sense of how he managed to get to this point, but finally smiled and chuckled. "Yeah, you caught me, MJ," he said with relief, glad she hadn't come in to neuter him.  
  
"Now, let's get you cleaned up," she said with a husky tone as she and her arms advanced, hands reaching out for the body wash and ignored the wash cloth, deciding she would wash him with her own hands. Her right palm was filled with green soap and some laces of soap were laced upon Pete's chest.   
  
He stood in awe as she rubbed her hands up and down his chest, working the soap into a fine lather and giving the shower a rich scent of green Jolly Ranchers. The shower's spray did little to rinse him clean, his back to the faucet and his back taking the brunt of the water. He smiled, not in lust, but in pure joy in how lucky he was to have this woman. His mind felt cleared of all memories of his actions with Black Cat and soon Black Cat herself, his mind only focused on the woman he loved.   
  
Mary Jane's hands began to wander from the chest, soon finding it boring when there were such more fun places to stroke and rub. His back was rubbed, more for effort than effect, and soon hands fell to his rump, giving him a good squeeze and a proud smirk from her. She loved to play with him, he was such an easy mark. Quick to fall for jokes, so trusting and innocent, but his powers allowed him to be a stallion in the sack with all the creativity of his nerd mind to put it to very good use. Hands came full circle and danced along his stomach, finger tips following his 'happy trail' to his, well, 'happy'. Thin red lips pulled into a half cocked smirk as his cock was half held in her stroking hand, getting a half chubby to a full fatty.   
  
He was surprised he had been able to get it up so soon after his encounter with Black Cat, though that event had become faded and vague at that moment, but he chaulked it up to her sensual movements and his unbridled love for her. The hot water sprayed on his back couldn't compare to the heat he was feeling betwixt his thighs, his cock standing fully and soapy, contrasted by her tan skin and red finger nails.   
  
Her lower lip was bit as she saw his pleasured reaction to her movements, though she wanted nothing more to pounced him like a lioness and treat him just as one would a tasty piece of meat as himself, she restrained herself in fear of slipping in the shower and cracking her head. She'd hate for her obituary to read "Killed in tub while jerking off husband". She didn't bother with the legs, too excited to go to the next step of pressing her body to his and her lips to his own, clutching him suddenly tight to her lithe and curvy form to get his suds on her. Full D cup breasts crushed against his spider DNA aided broad chest, taking on the soap as her tongue danced with his own between their locked lips.  
  
Her full ass was gripped and squeezed with his spare hand, the other tending to her fire red locks. His erect cock pressed against her nearly fully shaven pussy, the only tuft of hair was a thin red landing strip as if there to direct him to the nearest entrance. He growled into her mouth, hot with want and blind passion as he cupped her ass in both hands now.  
  
Several more moments of making out and Mary Jane hand to retreat to catch her breath. She peered down while panting at her body, half soaped just as his. Her thin red brow arched as she knew he was thinking the same thing as he squired another helping of green gel into his hand.  
  
This time he was the one to come to her, stepping from the shower spray and pressing himself to her as he ran his hands up and down her back, soon focusing on her round tush. She turned her head slightly, hoping to see his handy work, no pun intended, on her luscious rear, but sadly one cannot see their own ass without the aid of mirrors or an ass with its own zip code.   
  
He, however, could see the soapy lather work into her smooth and unblemished skin, treating her ass like a sultan as he massaged and rubbed it. Her body was spun around in his arms as he pressed her back to him, reaching around her to soap up her hips and thighs, more slowly and seductive than before.   
  
Her head rested back on his shoulder as she felt desire rush over her once more. "Oh, Pete, I want you to fuck me into our next anniversary!" she exclaimed with that smokey tone to her voice. MJ was a notorious dirty talker, saying things that would make Red Fox blush and a sailor cry for his mother. Her hand ran up to press to the back of his head, pulling forward to force him to intently stare down at what he was doing to her amazing body.   
  
He peered down between large tits to she, and feel, her hips sway and buck from want and desire. He decided to treat her first, seeing how he owed her, by covering her heat with his palm and working his nimble fingers into her as her pink button was tenderly cared for. To add to the thrill even more, her huge melons were massaged and fondled, nipples pulled and tweaked, and generally her whole body was treated to his agility in his hands and fingers.  
  
Mary Jane soon found herself convulsing in orgasm, her tight walls growing tighter to trap his fingers all the way to the knuckle into her snatch until she came down from her climax. She panted and moaned and soon locked lips with Pete again, back still to him, in delicious lust. "I'm not going to ask you again..." she started, the next words said with such diligence and clarity that one not knowing a word of English could understand her, "Fuck. Me. Hard," was said with a face of complete determination to get her pussy filled.  
  
Feeling the need himself, he spun her around once more and pressed her against the wall with a quick thud that sent wonderful pain through her. He reached up to turn the shower head higher to spray down on both of them, washing free the lather and causing the light of the bathroom to bounce off their wet and wild bodies. He returned to her with quick step and hoisted her up higher on the wall, pinning himself to her and her to the wall as she locked her legs tight around him, almost making it impossible to maneuver his cock into her pussy, but spider agility did have its usage outside of battle.  
  
MJ buried her head into his shoulder to muffle her legion of screams and moans, but more often let them come out unbridled, especially when coupled with her dirty talk during their rough fuck session. "Mmm, yes!" she would exclaim, "Fill that pussy up nice and good, tiger!" "Oh-fucking-god yes!!" "Mmm, more, Pete, more! I want to scream the glass broken!" "That's it, screw me good, god damn it! Fill my pussy with your cum, you fucking bastard!"  
  
Parker never really spoke up during sex unless MJ asked something along the lines of "scream my name!" or "tell me how you want it, you dick!" Pete never understood why she called him names during sex, but he didn't find it unarousing or distracting. He just continued his work drilling her hard into the wall, putting his spider powers into the mix and fucking her harder than any normal man could without pushing the pain addition further than she wanted it to be.  
  
Soon Mary Jane came once more, twice more actually, finding herself in a multiple orgasm as she was fucked by her super powered husband. She screamed herself raw, not awaking the neighbors, thankfully, thanks to thicker walls than Pete's old apartment. She remembered the red face she would get when the landlord would visit them to tell them that they were being far too vocal and "clear", he would always add, letting them know that the family next door would be explaining what Mr. Parker was doing to poor Mrs. Parker the night before. With the new place, though, she could scream herself silly, and she frequently did, to Pete's enjoyment.  
  
Pete held out as long as he could, wanting to be with her as long as he could, never seeing her more enthralled with him than when he was in her, but that tight pussy helped push him over the edge. What really did it were those breasts of her. Though not as large as Cat's, they were still a full size. Tear drop shaped and perky on her chest, they were always the speculation of the media and anyone who ever saw a lingerie catalog that her boobs were faux. However, he could sleep even better at night knowing that the pillows he loved to fondle and suck on were the real deal.  
  
Some recovery and drying off later the happy couple found themselves continuing on the marriage bed, trying out all the positions. 69, doggy, cow girl (with the quick change up to reverse cow girl) and a nifty little position aided by both their agility and limberness that didn't have a name so they just called it the "Spider-Man Position" as it usually involved webbing.   
  
Tired and sweaty, sheets pulled and blankets tossed, Peter Parker lay with his happy wife close to him, she holding him as she rested on his chest. His cock felt bruised and beaten, but it had earned its rest. And as he lay there, staring up at the ceiling, all he could think of was how he had forgotten to grab the stolen money Black Cat had stolen before running off to be worn out by Mary Jane.   
  
 _Fuck._


	3. Issue 03: A Dark Power Embraces

**Summary for the Chapter:**

> The felonious, now furious, feline finds friendship in a frightful figure.

**Notes for the Chapter:**

> The characters in this story are property of Marvel comics. I have used them in honor of the comic series and admiration for the characters. This story is original and is in no way tied to any of the canons of the Marvel Universe (to save myself the grief of working with time lines). This story contains adult material of a sexual nature. If it is illegal for you to view such material, turn back now. This work is copyrighted to the author. Do not post this on any other site or use it for personal gain. It is for entertainment purposes only. Thank you.

He had faced super powered foes the likes of which no mere man could possibly topple. He had encountered dangers that defined what it truly means to be a hero. He had done the impossible and more and yet still, Spider-Man never thought he would be facing this kind of challenge: being torn between two beautiful women. By all definitions of the word Peter Parker was a nerd. A dork, a spazz, you name it, he fit it. Of course the bite of the radioactive spider all those some odd years ago helped his physical stature and grew a bit more confidence in him, enabling him to win the heart of Mary Jane, the first woman in his tug of war of love and lust, and his adventures resulting there from ran him into the Black Cat, the second woman in his plaguing dilemma. So how, of all people, did this nerd/hero manage to find himself in a predicament most men would give their left arm for?  
  
Spider-Man tossed this situation in his mind constantly since that night with Black Cat as he swung through the New York streets. He had become so common that many residents hardly peered up twice at the red and blue hero as he made like Tarzan through the jungle of concrete and metal, and he had become so used to the act that he could set his mind elsewhere while he navigated safely. What troubled Spidey the most was not the decision he would have to make, but that he hadn't made it. He naturally assumed that Mary Jane was the girl for him. His one and only, he true love. That any other woman before and after her would never compare and would never stand between them. Yet now here he was, sailing over a sea of traffic, unable to choose between the woman after his heart and the woman after this, well, his Lil' Petey.   
  
So deep in thought that the busy sounds of the city were muted in his ears, turned down so low that he bypassed all the siren wails, the gun fire cracks, the piercing screams for help. Don't worry, these matters of criminal behavior were all tended to by the police, and as our hero swung by, the police were both surprised and pleased that for once the costumed "menace" had passed up intervening for once and letting the boys in blue earn their pay. However he couldn't turn down the volume on the unique sounds emanating from the trouble down town, the kind of sound that only comes from a super powered villain. Snapping back to his duties, Spider-Man swung with more ferocity and purpose. He needed a break from his crisis but he knew it wouldn't be for long.  
  
Clang! Crash! Clang! Boom! The mix of metal and explosions seared the street as the infamous Doc Ock laughed with horrid amusement. Clutched under his human arms were two high tech devices he would undoubtedly use for his own evil ends. Most villains and even small time crooks stole such things to sell on the black market and use the money for weapons far too powerful for their own good, but a brilliant mind, though wrought with insanity, like Dr. Octavius' would simply improve on it, for the worse of mankind of course. So amused with his destruction, arrogantly slow and methodical, he didn't notice the costumed hero swinging in towards him, legs parallel to another and feet flat and aimed at the doctor's chest, before it was too late. The incredible impact sent the doc off balance, his arms loosening to drop the devices, only to have them quickly webbed and swung out of reach on a roof top, laid safely to be returned later.   
  
Landing on a lamp post behind Doc Ock, Spider-Man leered over him mockingly.  
  
"Now now, Doc, if you wanted to play with other scientists toys you need to ask politely. I'm afraid I'm going to have to put you in time out. I think...20 to 40 years 'ought of set you right," Spider-Man mocked. His head soon craned upward as the villain pushed himself higher from the ground, his four mechanical arms extending to give him the high ground.  
  
"Ignorant insect! Those are rightfully my inventions! Those  _hacks_  at the institute claimed them as their own after my glorious transformation. I am merely taking back my work to be completed. Only a mind of my magnitude could truly appreciate the workings of a transmuting quantomnomatic flux-" Doc Ock arrogantly replied, only to be cut off by the mocking hero.  
  
"Compacitator hyper ray. Yeah, I know what it is. Any physics student with half a semester's worth of knowledge could have recognized such shotty workmanship," Spidey mockingly put, scoffing at the scientist turned villain.  
  
"Gah! How dare you insult my work you meddling menace!" Doc exclaimed before launching a tentacle at the hero. The mechanical limb hit concrete and took down the post as the spider man leaped out of the way. Another limb was sent his way to try and catch him mid air, only to have the claw of it secured into another heft of concrete.   
  
Before the doctor could end up using the next two tentacles, Spider-Man secured those to the street as well with globs of webbing. He piled on some concrete and secured it with more webbing as he didn't want the doctor going anywhere. Struggle as he might the octopus man could not budge.   
  
"Good, you've settled down. While I have you here I need someone to talk to and I think you're the only one of my foes with enough IQ points to keep up with me," Spider-Man reasoned. So desperate for a second opinion, he had decided to unload his problems onto the unwilling ear.  
  
An hour of so passed, Spider-Man's case explained and his emotions loaded on for filling The doctor hung from his mechanical limbs limp, jaw ajar as he contemplated suicide to escape hearing another word from the mouth of his foe. "So what do you think, doc? What should I do?"   
  
Blinking slowly the doctor breathed heavily as he stared at the hero. "Firstly, you are a monster. I've done some awful things in my time but tie up my foe and force them to listen to my problems? I have to commend you on your knack of evil. Secondly, you sicken me. I cannot perceive of a woman who could stand to be in a room with you for two minutes before turning to a life of crime just to spite you, let alone two. Not only two, but two gorgeous women, or so you claim. Lastly, although I may be a villain, as you have so kindly branded me, I am a gentleman and a man of honor and would never turn my back on a commitment to my lover. The fact that you are considering to do so speaks volumes of you, now doesn't it?" he finally finished, going back to hanging limp and rolling his head. "Now can I please go to jail now?"  
  
Although most of his advice was merely malicious, Spider-Man figured he did have a point. What kind of husband was he if he was even considering continuing things with Black Cat? Although it took the ravings of a lunatic to set him straight, Spidey knew he had to do the right thing. "Sure thing, Doc. If I ever need an ear I'll come find ya!" yelled Spider-Man as he swung off to return home, after returning the stolen devices of course, and leaving Doc Ock in the capable hands of special task force of the police department to handle the doctor.  
  
With a new outlook on his situation, Spider-Man swung more happily through the streets, wasting no time to get home. Only time spent outside his travel was to pick up some roses for his sweet Mary Jane. At the height of a swing he was pounced upon by a black and white blur, taking him down to the roof top shortly below. After a quick roll on the concrete he found himself pinned by his dirty pleasure Black Cat, smiling wickedly down at him, leaning forward to bare generous cleavage. Since his spider sense didn't go off when he was tackled he knew she meant no harm, thus no danger, and decided that this was as good a time as ever to explain to her how they couldn't see each other.   
  
"Now where have you been, Mr. Spider-Man? I haven't seen you in a week since our last encounter," purred the Black Cat, putting a seductive tone to the word 'encounter'. Leaning close she nibbled on his neck through his suit, grazing her breasts against his chest as her hips gyrated.   
  
_Damn this is gonna be hard to do_..., Spider-Man thought. Not only was she beautiful, sexy, and an amazing lay, but she was all over. Not even Mary Jane showed him that kind of wonton sexual desire. Fighting against his male urges he gently pushed away her advances.   
  
Frowning, Cat sat up, arms hugged under her breasts shyly as she wondered what she did wrong. "Too fast? Enjoyed the little tease last time, huh?" She reasoned, perking up as she deduced that had to be the reason for his rejection. "No problem!" She happily bounced after she got off his lap, playfully swaying her hips as she innocently pouted his way. "Oh Spider-Man, I've been an awfully naughty cat burgler tonight. You're gonna have to punish me." She put on with a teasing tone. Not the most original line ever spoken, but she was too anxious for another romp with her love to think too cleverly. A first for the sexy minx.  
  
Spidey sighed as he sat up, flowers, which were a little tattered from the pounce and roll, in hand and plucked a few stray petals from his uniform. "Cat, look, we need to talk. That night last week was...amazing, I mean...wow, really amazing, but the thing is --" He was cut off mid revelation though by the joyous squeal of a girl possessed.  
  
"Are those flowers for me?! Aw, Spidey!" She bounced on back over and took the flowers easily from him, he too embarrassed for her to fight her. She dove her face into the petals, breathing in deep to catch the scent at its freshest. "They're so lovely, and I went and messed them up too," she finally admitted to with a giggle, finding them pretty still anyway. "And here I thought you were just gonna treat this as a sexual relationship, but here you are bringing me flowers. You ol' softy," she cheerfully said before giving him a very innocent peck on the cheek.  
  
"That's kind of what I wanted to talk to you about, Cat. This 'relationship' can't really be anymore than a friendship," Spider-Man bluntly put. Black Cat was a big girl, he figured, he wasn't going to treat her like a child.  
  
From the look on her face, half masked by, well, a mask, it would appear as if someone had just ripped out her heart and tossed it away carelessly. She had to fight for this though. She had guessed he may be resistant but she was so convinced that he was the one for her that she wouldn't let him say no. "But...but...," she stammered, but the words didn't come like she hoped for.  
  
"You're awesome Cat, you really are, but I can't be with you how you want me to be. There's...another woman. I love her, Cat. With all my heart I love her. I'm sorry."  
  
Now the words were coming, she was recovering from the train that had hit her now. "You can't be serious! How can there be anyone who understands you like I do? Correct me if I'm wrong but I think I'm the only costumed chick swinging around and leaping buildings like you, Spidey. I'm one of the few that really gets the chase you and I share. You can't deny that there's something special between us," she said, hoping to sway him to her. She caressed the spider emblem on his chest as she looked at him past half closed eye lids. "Come on, let me convince you that I'm the only girl for you."  
  
Spider-Man was more decisive now, pushing her away again and backing himself up. "I'm sorry, Cat. I can't deny that there is something between us, which is what makes this so incredibly hard, but I don't think we can see each other again, even as friends. I fear I may fall for the temptation you bring. My heart belongs to another and the mere fact that I couldn't see that truth so clearly then as I do now troubles me." Spider-Man, hating himself for having to do this to Cat, never figuring she would be so devastated, started to turn from her. He didn't fathom that she would be so crushed. He had known her as a playful thing, so carefree and seductive that he only figured she wanted him as a sexual thrill. As arrogant as a thought it may be, he imaged that a lot of women would love to sleep with him just to say they had. Black Cat seemed to harbor more feelings beyond that for him and that's what was tearing him up inside. He felt like such a prick but he knew he would feel worse if he didn't stay true to Mary Jane.  
  
"But I love you, Spider-Man!" she yelled to him, nearly breaking down into tears as the man of her dreams was walking from her.   
  
He stopped and sighed. "That's just it though, Cat, you love Spider-Man. There is a man under this mask, and both his and Spider-Man's heart belongs to another. You only want the costume, the hero. That night one week ago I offered to take my mask off for you, to show you the man underneath, but you denied me that. You don't love me, you love Spider-Man, and that's only half of me," he explained. He hadn't considered that himself until the words were spoken, each syllable coming out as if it had been on his lips waiting this whole time.   
  
She was speechless, unable to move, to grab out at his arm to try and stop him from swinging away but there he went. Away into the night. Every sound around her became muffled and dulled as she leaned back against a wall. Her plump lips parted in confused breaths, unsure of what to do with herself. She had given herself to him, she had bared her heart and soul to this man and he rejected her. Not since her days in college, since her last boyfriend, a man she'd love to forget, had she even let another man touch her like she had let him. What was she to do?  
  
Although he felt horrible for Black Cat, Spider-Man felt clearer than ever before. He knew where his heart belonged now and nothing would cause him to doubt that again. As he climbed into his bedroom window he found MJ asleep, nestled under a plump comforter. No nighty and naughty undies on her tonight, not like last week (which is not to say their sex life is a once a year affair). He peeled his costume off and climbed into bed with her, kissing the nape of her neck and dozing off peacefully for the first time in a week. Still saddened by the state he left Black Cat in, he knew her, he knew she would bounce back and find another hero to lead on chases that showed off her every muscle and curve. Another man to giggle at and tease, to lead on only to let fall. Another hero to convince to let her go another night a free woman. The fact that he couldn't get her off his mind will not capture his attention for some time.  
  
Elsewhere Black Cat sat on a building ledge, the building where she gave herself to him. That bastard she trusted and then let stomp on her heart. Each petal from the flowers she had taken from him fell with the words "he loves me not" muttered in her head. No silly game from childhood could undo the facts of what was now her gross reality. She grimaced as each red petal drifted slowly to the ground, to be ignored and trampled on by pedestrians. 

_Peasants_. She thought.  _Mortals, even. I bet this other woman is one of them. A simple girl with no uniqueness like myself. She doesn't deserve him, and he doesn't deserve me!_  Her emotions were rampant through the spectrum available. Jealousy, anger, loneliness, depression, and still even love lingered. Sitting on an emotional landmark for her, with such screaming feelings pumping through her, it was no wonder it found her. She might as well have been screaming at it to come, begging it to her. That empathetic ooze, that leeching oil that had been searching for a partner since it had lost two hosts and escaped that overly sterile Richards lab. Crawling day after day, night after night, dripping and gripping along the cracks of society, slithering through the underbelly to find someone who was in need enough of it, who could produce the thrill it needed. It made the process so much easier.

_...It whispered to her, a faint tickle in the back of her mind that she willingly accepted as her own voice, as the sympathetic reassurance that she needed now more than ever. It was only too late before it had snared her, wrapped around her and oozed over her ever curve and contour. Though they always start scared and confused, they eventually accept it, accept the Symbiote as a part of their person, their new person. It would give her the power to get what she wanted, to be with who she wanted, and to remove any competition that stood in her way..._  
  
The black alien material, the life form, slithered towards Black Cat, attracted to her strong emotions. This was a very empathetic creature, drawn to misery, hate, and desire, and Cat was radiating them all at once. It was subtle, this creature, slow to approach as in its current, host-less, state it was weaker than most; it had to be convincing, sympathetic to her wants and needs. It started on her gloved hand, she unable to notice it through the leather, and it began to ascend her arm – aching with desire to touch her, to be with her, to be _her._ Like a lover's touch it parted back the few strands of white hair that rested on her shoulder and advanced towards her pale skin.  
  
Her eyes blurred with tears, shut tight to keep out any liberated mascara, were blind to the advances of the ebony ooze. The creature was so soft and gentle she didn't feel it, at first, when it reached her skin. Soon, however, she could feel something dripping between her heavy breasts, something cool and soothing, but more importantly something moving. Startled, her eyes shot open to see the inky mess pouring into her cleavage and spreading out around her globes.  
  
Panicked, she dove her hand into her cleavage to try and pull the oil slick from between her tits. While it was moving slow at first, it sensed her movement and suddenly darted out of sight, slipping between her large breasts. Cat reached between her generous girls but found no trace of the "thing". Determined not to just ignore this odd development, she plunged her zipper down to open up the suit, revealing down toward her navel while still concealing most of her breasts. For a second she saw the thing wrapped around her stomach, and upon being revealed it slipped around back.  
  
The symbiote had to move fast. It knew she was scared, and now it was feeding on that and was a bit scared itself; but determination was key. Her emotions, her deepest desires, they were all so delicious it had to have more. It raced across her smooth skin, relishing in the heat that rose off her body. There was very little room between her flesh and the suit, but it being a creature of liquid it easily traversed her form, finding its way to the small of her back and pooling there for a moment of rest and planning.  
  
Though scared, in the back of her mind she was feeling some pleasure from this weird sludge that was admiring her. The way it felt on her flesh was divine, but fear took over any sort of pleasure (and, in a way, fed her pleasure) and she was more concerned with getting the thing off of her. Unable to track it any further, she pulled her costume down to her waist, exposing her full, gravity-defying, breasts to the night air. Her nipples began to harden to the chill breeze and the rest of her broke out in goosebumps. Unable to see the alien, she cupped her breasts – feeling the flesh of the globes and searching for traces of the intruder. After lifting and working over her tits, she ran her hands over her stomach, feeling no sign of the symbiote. As she relaxed a bit, she became more aware of where the creature was. Her hands slapped around behind her, landing on her back just above her heart shaped ass. For a moment she felt her palms splash onto the creature, and it reacted immediately, slithering away – over her tush.  
  
Immediately she yanked down the rest of her suit, ending just short of her knees. She could feel the symbiote cupping her bottom, forming itself around her and slowly stretching out. Quickly she tried to grab it and pull it off but it wouldn't budge. Again she began to panic, and since she couldn't get a hold of the slippery creature, she slapped it with her hand, effectively spanking herself, which felt better than she liked to admit.  
  
The symbiote did feel her slapping, and again it began to race away from any threat. As it slid away, it saw her slap her ass once more, this time on bare flesh, as it poured over her strong thighs. For its short time on her body, it had a chance to study her mind and flesh, and knew now what it had to do in order to convince her to take it on as her partner. Before it could advance further down her stems, it turned and went back up the front of her legs and cupped her bare pussy.  
  
When the alien reached her most intimate of places, Cat let out a yelp and instinctively slapped her hands at the creature, as if to shield herself from it even though it had already reached its destination. She fought with it for a moment, but soon the pleasure of having it there overtook the fear she had been experiencing. Biting her plump lower lip, Cat began to doubt what she was feeling, but soon found herself massaging the alien into herself. It was so delicate, subtle, in its motions, managing to tickle every nerve in a new pattern. Her mind was going wild and finally she gave in to the sexual advance.  
  
The symbiote had never had this flavor of desire before, this sexual heat that was radiating at her core. It began to explore further, tasting her juices as they collected on her inner walls. It was far more powerful than the desire for power, to kill, and much more satisfying. It had to have more! As she grew in want, it grew in strength, and its form began to expand, both inside and outside of her. It was stretching over her flesh, dripping down her long, toned, legs and around her plump ass.  
  
Cat moaned deep and feel back against a nearby wall. Reaching down, she helped off the rest of her suit, kicking the old suit away as she began to accept the new one. As it worked on her, she could feel herself connecting with it. She knew what it wanted, how it could help her, how it would empower her to get the things, and people, she wanted. Her fingers pushed into herself, driving the symbiote in further, and coating her walls in the alien. Hands drifted away and rose up on her body, leaving droplets of the creature along her stomach to expand on her their own. She cupped her large tits, moving the symbiote on her hand over her globes and feeling her knees go weak as she felt it on her sensitive nipples. Once her breasts were lathered up in the creature, she moved her digits to her mouth, running the ink over her lips and licking it off her fingers. It tasted like desire itself.  
  
Their minds nearly in sync, the symbiote read her desires like a book and reacted accordingly. Even after her hands left her full breasts, it felt like they were still there. It massaged her flesh like her hands had been, pinched her nipples and constricted so it could squeeze them, lifting them and letting them drop back down under their own heavy weight. It appeared as if her boobs were moving of their own free will. While inside of her, it no longer acted like a lapping river, and now took the shape of a lover's member, stretching her out and filling her up. It pulsated, growing and shrinking inside of her to mimic the act of a cock fucking her silly. Even her ass was accommodated, letting her feel like she was being taken on by two men at once.  
  
She had no name to scream, no words to use to describe what she was feeling – all she could do was scream and moan. She even began to drool as she sucked on her fingers, tasting the symbiote and trying to give it as much pleasure it was giving her. She soon realized, however, that everything she felt – it felt. Cat began to grind back into the wall, turned to press her breasts into the brick and thrust her ass out into the air. Falling to her knees, she found herself writhing on the ground, trying to grip onto something to keep herself from falling into the sky. She had lost count long ago of how many orgasms she had reached. It seemed that with each one the symbiote drank up her juices and wanted more so it pushed even harder – and her body was more than willing to accommodate.  
  
Her body was mortal, however, and it had its limits. Thankfully, the symbiote understood this and slowed down when it needed to. Cat was panting for awhile, trying to catch her breath and come back down to earth. The creature was still moving, always moving, over her flesh – but so slowly it couldn't be seen, only felt. Purring, Cat stroked her body, petting the symbiote for a job well done. Both now understood each other and knew they were going to get along famously.


	4. Issue 04: Black Cat and the Little Deaths

**Summary for the Chapter:**

> The Symbiote learns that driving its host to adrenaline-fueled feats is nowhere near as filling as sexually-charged endeavors, and Black Cat learns just what she is capable of with this intoxicating new power.

**Notes for the Chapter:**

> The characters in this story are property of Marvel comics. I have used them in honor of the comic series and admiration for the characters. This story is original and is in no way tied to any of the canons of the Marvel Universe (to save myself the grief of working with time lines). This story contains adult material of a sexual nature. If it is illegal for you to view such material, turn back now. This work is copyrighted to the author. Do not post this on any other site or use it for personal gain. It is for entertainment purposes only. Thank you.

The streets of New York were desperately cold, a dark and chilling freeze that put anyone exposed into a state of unease. Bags clutched tight to chests and bodies huddled over as they quickly shuffled to get to where they needed to be so they could warm up as soon as possible. Despite the cold, however, the denizens of New York, specifically those at a local night club, knew how to keep warm. Body heat radiated as it accumulated in the club, hovering above and hugging tight to the huddled masses of dark dancers and ravers littering the dance floor. The concerns of the outside world put on mute as the music was turned to 11. Dark make up and clothes adorn these frenzied club goers, gothic in nature but just as lustful as anyone else. There was one amongst them that could be proudly put on a higher pedestal of desire, though. Felicia Hardy, better known as Black Cat to those of the night life, went by no name tonight, just simply a woman who gazed into the crowd of gothic patrons like cattle, scoping out the best one to suit her needs.  
  
  
Having recently come in contact with the sinister parasite, the Symbiote, and soon after learning the possibilities of her newfound suit of choice, Cat wanted now to sate her thirst for sex. While the Symbiote feeds off adrenaline, urging its host to attempt many acts of danger to fuel its nourishment, it found that this particular host would be better suited to produce it through a sexual means, and she was more than well equipped to supply it with what it needed. Her generous breasts were hugged together nicely in the dark corset, rising and falling like dough in the oven with each intake and exhale of breath. Waist pulled in and curved outwards again at the hips, exposed nicely from a few inches above the navel down to just above the pelvis region. The only manner of clothes keeping her from being outright indecent, though she guessed few would complain, were a tight pair of black pants, matching the sheen and texture of her corset and fore arm length gloves she wore. Though appearing as to be leather, her attire was made up by that slippery substance that had joined with her in her quest to make herself feel better after Spider-Man’s rejection of her.  
  
  
Soft, plump, and dark lips were seemingly permanently put into a soft smirk, devious and almost cruel as she studied the stock of young, virile, agile, and horny youth that made up the crowd of gyration and wonton sexual chemistry. Hell, she could even make out a few fucks going on in the crowd. A lifted skirt was all one needed to screw his lover. No one would notice in the midst of all the body to body dancing and thumping beats and blares of the death metal instruments, and it would be unlikely if anyone would mind. More obvious “love” making was going on in the various rooms over-looking the dance floor. Breasts and asses pressed against glass as it was fogged by body heat and panting breath. Oh yes, this was the ideal place for her to find a mate.  
  
  
Elsewhere (yes, it must be mentioned, sorry to pull you away from the free sex), Spider-Man soared above the streets. Sadly he had no dark princess to gyrate on his crotch to keep him warm as he swung from building to building, and the fast swinging against the chilling wind didn’t help the bracing cold stinging against him. What he wouldn’t give for a fight against Pyro right about now. His attention, however, was rather divided. While the cold certainly was a matter of concern, what troubled him more was the lack of Cat he had been seeing as of late.  
  
  
It was barely three weeks ago that he had let Cat down, explaining the situation and how he was in love with another and couldn’t betray his wife like that, though he didn’t say the other woman was his wife. Perhaps if he had she would have understood better, but he can’t give details like that out so carelessly. Over the passing days he worried if he had hurt her so that she would not speak to him. He wanted to remain friends, a phrase he heard from too many girlfriends before Mary Jane, so he knew how much it sucked to hear that, but after not running into her for so long he wondered. Granted the majority of their meetings were just delightful romps across the city, giving chase just to pass the time if not to foil her theft of some ancient jewel, artifact, or just straight cash, but they could always part ways knowing that they had fun in the process. If only he hadn’t given into his urges and succumb to her seduction none of this complication would have happened.  
  
  
Despite his worry he knew she’d be alright. If Cat was anything, she was resourceful and could take care of herself. Having given the city enough of a patrol tonight, he decided to head back to his apartment early tonight and see if Mary Jane wasn’t too tired from her photo shoot. Ah, to be a nerd and able to go home to a super model after a day of being a super hero. How any situation managed to worry or depress him is a mystery.  
  
  
Back at the night club (yes, we’re finally back), Cat had found her mate for the night. He was a young lad, no more than 25, fresh faced with a chiseled chest and not afraid to show it. She had spotted him dancing in the crowd, switching dance partners as one would push her way to him, each one more aggressive than the last. By the time Cat had decided she would be the one taking him home. It wasn’t hard prying the girl before her off of him, the Symbiote gave Cat an inhuman amount of strength to work with and in no time she was dancing with the man, pressing herself wantonly to him, letting him take in her scent as any space between their bodies was snuffed out with hot flesh.  
  
  
Although the women before the white haired vixen were certainly attractive, she was something out of a romance novel (or well produced porno). Every aspect of her was perfect, and he had plenty of opportunity to study. She moved like mercury against him, teasing him with brushes of her breast against him and then satisfying with a hard grind against his crotch with her tight “leather” clad ass. He moved his auburn bangs from his azure eyes as he watched her, finding himself doing less dancing and more just being a steady object for her to perform on, though if she continued like this he would be finding his legs quite useless and rubbery.  
  
  
Given by his increased heart rate, noticed whenever she ran herself against his chest in a slow and torturous fashion, and iron hard dick threatening to tear the fabrics of his dark jeans asunder, she knew she had gotten him primed and ready. Again with that devious smirk, as she conversed with the Symbiote in her mind, she turned and held herself tightly to him, she began to whisper her plan into his ear, her plump lips flicking against his earlobe as she spoke.  
  
  
He felt like a preteen virgin being confronted with a fantasy woman to make him into a man. Palate dry from subtle panting, he nervously licked his lips and nodded in agreement to her. His ringed hand was taken by her gloved one and he was escorted through the sea of people, cutting through them effortlessly as he was lead by a woman possessed. He found himself pushed back into the passenger seat of the appropriately dark sports car she had driven there before he could blink. She had moved so quickly, but he figured he had just been moving slow, not gathering that she moved with such speed and agility that he would have suspected something fishy if he wasn’t so turned on.  
  
  
Determined to sate her hunger for the night, she spared no time getting into the car herself and driving off. She needed to find a more befitting place for their activities, but sadly the place she had in mind was way across town. Pity it was so damn good and that night club held such good stock. She stopped for no stop light and obeyed no speed limit. It was amazing that she wasn’t caught. A quick and subtle lick to her lips was made as she peered at him from the corner of her eyes. Damn it, she couldn’t wait, but she couldn’t stop either. Instead she did what women do so well: multitask. Effortlessly she fiddled with his pants, skillfully unbuttoning his pants and tugging down the zipper. She would have just forgone that if she knew there would be any room to maneuver in those tight pants. She was delighted to see his hard-on hadn’t gone down since the club so she didn’t have to waste any time preparing it.  
  
  
She moved so quick and without words, a face full of determination, that whatever she did he would notice only until it was half way to completion. His eyes rolled back into his head as he leaned back into his seat, sinking down as she turned his stiffy into jelly. Her hand moved so expertly and she didn’t even have to look over to know what she was doing. The way her palm pressed and pulled away against the shaft, the dance her fingers up on as she jerked him off with gloves so warm and soft he swore he was fucking a pussy. He did his best to hold back but under such expert skill, a far cry from the typical sloppy work of the girls he usually finds, he could do little to stall the inevitable release.  
  
  
Cat knew all of what she was doing though, and felt the twitch his shaft, the incoming stream of hot semen. Fingers were wrapped painfully tight around the base of his dick, sealing off any jizz to pass up and out.  
  
  
He snapped to attention as pain was added into the ocean of pleasure. It wasn’t exactly killing him, of course, but being denied that sweet release from such a phenomenal hand job was just cruel.  
  
  
“Hey! Come on, you can’t just jerk of me off and then close the curtain before the big finale!” he protested, saying his first words to her all night.  
  
  
“Since I was nice enough to give you the hand job, I think I have every right to say when it ends and how long it goes on for, and you have not even come close to when I want you to come,” she spoke, eyes transfixed on the road still.  
  
  
“Well it’s my fuckin’ dick! You need to clear this shit with me first. I mean, don’t’ get me wrong, I don’t mind a little spank and tickle, but-“  
  
  
“But nothing!” she snapped back. The symbiote had elevated her aggression level and she would need to keep that in check if she was to remain under the radar, at least for now. She cleared her throat and let go of his cock, setting her hand back on the wheel and his dick still at ready to burst, but she had kept it stopped long enough that it wouldn’t prematurely explode. “Tonight, cutie, I’m going to be calling the shots. Maybe you were too distracted by my tits in the club, but I’ve already gone over this with you. You’regonna do as I say and satisfy me first. Then, if I like you enough, I’ll give you that sweet release you want so badly.”  
  
  
She spoke with such a sultry tone, smoky voice, and firm control that he could find no fault in what she suggested. Though he was typically the one in control of any sexual encounter he was in, finding himself on the other end of the leash was oddly thrilling. As the car finally stopped, he looked out the window to the dank looking building. It was quite dark and dirty, and most likely abandoned, and he gathered he might catch a disease in there if he wasn’t careful. As he thought this over he zipped up his pants and stepped out of the car, his eyes leaving her body for one of the few times since she had caught his attention.  
  
  
“Doesn’t look very clean,” he stated simply as he peered up at the broken windows and poor state of it all.  
  
  
“Neither do you,” she snapped back as she got out of the car, parked in the shadows of the building.  
  
  
He grimaced at the insult but figured it was all a part of her little dominatrix routine, however she got off. “I don’t think it’s safe either,” he reasoned with her sternly.  
  
  
“And you think I am?” she inquired with a sultry smirk and tone. She walked over to him with faux innocence and tenderness, her hands massaging his chest and shoulders alternatively. “Come on, cutie, you don’t need to worry about any loose rodents or spiders in there. This little pussy cat will keep you safe,” she stated seductively, putting extra emphasis on the ‘pussy’.  
  
  
Convinced, and feeling a little bit manlier when she wasn’t seizing control, he nodded and agreed to her choice of getaway. It wasn’t as if he had a choice anyway. One way or another she was going to get satisfied.  
  
  
“Good, now come on, before all this cold night air cools me down,” she flirted with a nibble of her lip to flare it up and took his hand in her own and playfully ran him into the building. She led him up several flights of stairs, liking the heights and figuring he was enjoying the few of her ass he was getting, so she made sure to put extra sway into her full hips.  
  
  
Although he was enjoying the show her ass was putting on, he was grateful to finally reach their destination. As she opened the door and walked in without him, he looked in amazed at the change of décor. As if to satisfy his complaints about the dark and dreariness of the building in general, the room was fixed up with lights, though turned seductively dim, plush  pillows and blankets on a king size bed, and more toys and instruments of pleasure filling the room than he knew what to do with.  
  
  
Silently behind him she closed the door and pressed herself firmly against it and stared him down, smiling wickedly as she moved to pounce on him. He barely kept from falling back as he caught her in the tight embrace. Her lips locked to his in frenzied and sexual kiss, her tongue moved within his mouth in a way to preview what it would do to his cock if he was a good boy. As they kissed, her hands roamed all about him, feeling him out more than how she did at the club. She squeezed his ass, gripped his dick, felt his muscles, taking it all in to pin point which part of him would be best at satisfying he with. Given the confidence of his tongue and soft pouty lips, she opted for that.  
  
  
As she studied him, to him it was just the normal array of grouping, though she was more thorough than he was used to, he did the same to her. Her ass was cupped, her pussy teased, her hips and thighs and her breasts squeezed tight to his chest as he hugged her close. Taking the first bit of control that night with her he broke the kiss, to her glare (though he did not notice), and moved to bury his face in her wanting breasts.  
  
  
Although she was displeased that he took matters into his own hands like that, she was appreciative at how he proved his mouth would be the best choice to please her as he treated her breasts wonderfully with that tongue and those lips. She held his head to her cleavage with passionate moans resonating through the room.  As he made out with her tits, she felt him trying to tug her corset off. His fingers fought to get a grip under the corset and pull down but just couldn’t manage to get between it and her skin. This led to some wonderful, unintentional, tit squeezes but he might get suspicious too soon. Also, if she wasn’t careful she would smother the “poor” boy, though it would hardly be a bad way to go but then she wouldn’t get off so she had to release him.  
  
  
He pulled back with heavy breaths and a laugh. “Wow, so glad you appro-“ but he was cut off for the second time that night as she shoved him back onto the bed. He landed on the softest best he had ever encountered and let himself the feel of the plush on his naked skin for the moment. When he did look back up after no more than five seconds, knowing just the sight of her beating the feel of the bed, it seemed she had changed her attire rather quickly, especially for clothes that seemed so skin tight. “How did you change your clothes so quick?” he had to ask, though he really didn’t care what the answer was.  
  
  
“Does that matter right now?” she answered with a question and his smile said that he didn’t mind at all. In truth, all she had to do was let the symbiote know to change around a bit, now letting it only be shown as knee high boots on her. The rest of her, fully nude and hot, was left to be admired by the all too lucky boy. Whether it was good or bad luck was yet to be seen. She purred and quickly stripped his pants off, tossing them away before climbing onto the bed with him, slithering over his body as she kissed and licked, and her tits dragging along behind those subtle love pecks before she stopped to straddle his stomach. She lowered herself slowly to lay on him, her mouth moving to nibble and chew on his neck as her hips twitched and circled above his cock, standing at attention, just to tease the head of his cock with her steaming hot pussy.  
  
  
He couldn’t handle all the teasing anymore and reached his hands down to grip her ass, which she didn’t seem to mind, but she would bite down hard on his skin to draw blood when she realized it was just push her hips down and try to impale her with his dick. He met with painful failure as he learned that was not a good idea, missing the mark and nearly bending his cock in half. He winced in pain as she sat up angrily.  
  
  
“Bad bad boy you are,” she scolded sexually as his blood trickled down her chin from her dark lips. She licked that up with more pleasure than a normal woman and smiled, rekindling her appreciation for a warm blooded male beneath her right now. “Although, I don’t suppose I can blame you, but you must remember good things come to those who wait,” she added. Purring softly she lowered herself back down slowly, keeping his cock in mind and being careful not to harm it further. His dick rested, well not really rested, more like stood at attention, behind her luscious tush, bucking back with every tense of his body, tapping her ass softly as if to tap out “please fuck me!” in Morris Code. Amused, she would casually gyrate her hips, brushing her ass against his member with slow rhythmic turns as she tended to the wound she put on his neck moments earlier, kissing the cut and licking the blood away.  
  
  
His shutters spoke volumes as he enjoyed the attention. He was half way to blowing his load right there with the way she moved so attentively and yet so casually. He arched his back, pressing his chest up against her pillowy mounds, examining the cleavage it made, the pale flesh seeming to expand against the added pressure put against her tits. Eager to please her as well, his hands once again began to move on her, drifting down her back. His wrists were grabbed at by her hands, moving like vipers onto prey.  
  
  
“Nuh uh uh,” she scolded. “Remember what happened the last time you got too antsy?” She did, again, understand how he must feel. To be constantly tormented by someone you want only to have them remain in some kind of teasing limbo. Oh she knew that all too well, and she wouldn’t be accused of putting someone else through such fate. She sat up again, rising to kneel over him but no longer straddle. Her hot nether lips aimed square over his adamantium hard rod. She had to pause and think. Before Spider-Man, her sex life was something of a choice of celibacy, at least that’s how she chose it to me after the incident in her youth. Spider-Man was the first person she trusted with her body since then and told herself that he would be the only man she could ever trust. In many ways she still felt that way. How could she trust this man? She didn’t even know his name! She felt remorse, concern, and nearly reached rejection of the whole plan before that hot little whisper echoed in her mind, encouraging her to proceed, reminding her that sex was a vital part of this new relationship, the one between her and the Symbiote, that the sexual thrill was her end of the deal, in exchange for protection from the world of pain. Understanding, she held her breath and lowered herself onto the young man, easing his every inch into herself. He was no longer or wider than Spidey, she hoped she would stop comparing men to him, but fit the bill of average. Nonetheless, she had already decided that his oral skills would be what would bring her to climax.  
  
  
What would bring him to climax would be everything and anything she did from then on for him. She was incredibly warm, so tight and wet. He felt a sense of pride as he was slipped in so easily into such a tight space – she must have wanted it more than him to be so aroused. Little did he know that it was just the Symbiote increasing the sexual stimulation she felt, making it easier to convince her to proceed and supply it with the adrenaline rush it needed to survive.  To him, though, it just translated to he was a sex god and for him to get a woman this gorgeous aroused must have meant that he was one fine stud.  
  
  
Oh sure, she found him attractive, if she didn’t she wouldn’t have picked him out to take home, but he was no super model. He was fit, virile, young, and horny as hell. He fit the bill well enough for her. As she did with Spidey, though lacking the motivation of love and admiration as before, she gyrated against his hips, grinding her walls against him. Her hand braced against his stomach to keep herself steady as her movements picked up. A hand raised to massage her breast, squeezing her nipple, causing her to moan softly and shut her eyes, imagining she was with the man she wanted but could never have, the man she loved and hated all at once.  
  
  
Not to be outdone, or at least made to feel like he was just there to enjoy himself, he put some vigor into it, raising his hips and moving them about like hers, though trying to do so in a way to dance with hers. If there was one thing he was good at it was dancing, which was all in the hips (heh). Not wanting to be too forward with his hands, having learned this seemed to upset her, he just rested them on her thighs, massaging firmly to match the increased ‘umph’ he was putting into his moves, trying desperately to keep up with her.  
  
  
The faster and harder he moved the faster and harder she moved, creating a wonderful cycle of pleasure and thrill. The Symbiote helped to increase the sexual thrill she was gaining, telling her body to release some more endorphins and make it all see all the more enjoyable. If she wasn’t careful though she would tap into that super strength and wiggle her hips so hard that she’d take the poor boy’s little man with them. She would find that it wouldn’t come to that though as he came to her before it could.  
  
  
He grunted with a loud huff, finding no opportunity to warn her and released his load inside of her. He apologized after finding himself back on planet earth but she reassured him that it was okay. Unbeknownst to him, and just then revealed to her, the Symbiotecould keep any pregnancy from happening. It couldn’t go and let its host get pregnant and get off the market, now could it?  
  
  
Slipping off him, she looked down at him with a devious smile. “Now, cutie, I hope you’re not too worn out from all that activity, because you still have my needs to attend to,” she reminded. Not changing positions greatly, she just repositioned herself to straddle his face. She kept herself up enough on her knees to keep from smothering him but low enough so he didn’t have to lean his head up. He turned the tables on her and was teasing with his mouth and tongue movements, though she was enjoying it all the same. Her breasts were firmly cupped and massaged as he focused on his work, finding himself wanting to desperately please her to the best of his abilities. His tongue moved slow and gradually got more aggressive and curious, delving into her depths and making sure to leave no fold untouched.  
  
  
Gripping the head board, she rode his face with wild desire. She arched her back to fill his hands even more with her luscious chest. Purring and screaming all at once, she let herself lose control and the symbiote began to orchestrate her judgment. She had abandoned caring for his comfort and just outright ground against his face, as if he was just one of the other toys in her room. The death tight grip he put on her breasts was evidence to her that he was more concerned for his well being now than her sexual release, and this control over his life was so exhilarating that she doubled her movements against him. His hands fought against her now, but were fruitless against her super human strength granted by the black menace that had partnered with her. In fact, it thrilled her more, his scratches and punches were very pleasing to him. With his last breath she came, the hot extinguish of life being passed up into her pussy brought her to a climax that would not be rivaled by any orgasm before it, not even those given to her by that menace, Spider-Jerk. She was glowing with praise of his good work as she climbed off him, his face drenched with sweat and her sweet juices. She purred as she licked his face clean. Pushing the body off the bed, she sprawled out on the bed with a happy sigh.  
  
  
The Symbiote crawled over her slowly, like syrup being poured from her feet to her neck. Her hands roamed with it, and she gave a pleased moan. This helpful alien had aided her in forgetting about Whatshisface-Man and realizing that she didn’t need him to be satisfied. She would soon find, though, that the Symbiote doesn’t play second fiddle to someone for too long.  
  
  
Back at Peter Parker and Mary Jane Parker’s apartment, Pete and MJ were sharing a less fatal act of sexual activity. On her knees and gripping the sheets, MJ held her ass in the air as Pete drove his cock continuously into her red hot pussy. Her screams and moans were buried into the pillow she bit into. Sweat glazed them both, their skin gleaming in the fresh moonlight as it filtered through the curtains. Her ass was taking on a rich shade of red from the numerous spanks it was, and had, receiving. Everything was a lot brighter suddenly, and Peter had to shield his eyes as he saw a bright flood light breaking through the curtains, accompanied by the harsh, crashing, sound of propeller blades. Soon, over the sound of MJ’s panting, though it was dying down as she saw the intrusive light now as well, and the helicopter’s blades, came a familiar voice, graveled and gritty.  
  
  
“Mr. Parker, this is Nick Fury. S.H.E.I.L.D. requires your presence immediately. Please get dressed now.”  
  
  
Still nearly blinded and dumbfounded, Pete searched for words and finally had to resort to a clever quip. “Can you give me like…five minutes?”  
  
“Ten minutes,” MJ corrected.  
  
“Ten minutes?”


	5. Issue 05: Enter the Rogue

**Summary for the Chapter:**

> S.H.I.E.L.D. takes measures to put a stop to the rampaging sex beast that is Black Cat, enlisting the intelligence of Spider-Man and the sex appeal of Rogue.

**Notes for the Chapter:**

> The characters in this story are property of Marvel comics. I have used them in honor of the comic series and admiration for the characters. This story is original and is in no way tied to any of the canons of the Marvel Universe (to save myself the grief of working with time lines). This story contains adult material of a sexual nature. If it is illegal for you to view such material, turn back now. This work is copyrighted to the author. Do not post this on any other site or use it for personal gain. It is for entertainment purposes only. Thank you.

_How is it I came to this point? Working with S.H.I.E.L.D. on some tracking down a villainess who seduces and fucks her victims to death – with the aid of the Symbiote? I feel like I’m part of some kind of horrible fan fiction._  That, along with many other thoughts, swam around in Spider-Man’s mind as he sat lazily at the round metal table, baring the S.H.I.E.L.D. emblem so egotistically, as he waited for Nick Fury, the cycoloptic director of the group, to elaborate on what little information he had given the assembled heroes. His great white eyes on his mask put gaze on each member of the group and he could already deduce that there was slim pickin’s for the assignment – perhaps Fury wanted it that way. Along with himself, there was Reed Richards, Iron Man, and Rogue, as well as a plethora of willing S.H.I.E.L.D. soldiers. To say the least, it was a rather odd group they had going on, but a balanced on. Acrobatics, intelligence, resources, and…well what Spider-Man could figure was sex appeal, given the nature of their target. He could already deduce what purpose each one would serve, but rather than blurt it out in a stream of sarcastic and witty remarks, he would let Fury fill them all in on the plan.  
  
  
With hands planted firmly on the edge of the table, Fury leaned forward and let the glow of the holographic information before them illuminate his face in such a way like a flashlight under his face as he told a ghost story.  
  
  
“I’ve gathered you all here because we are facing a rather unique and original threat to our nation’s security,” Fury started, standing up straight again as he pressed a button on the table to bring up all the necessary holographic information to hover above the table as he spoke. “A new villain has emerged onto the scene, rather behind the scene actually. She works quietly but without mercy. So far she has been linked to several murders and thefts. She targets members of night clubs, seduces them, and murders them without any further delay.”  
  
  
“Now see, that’s the part I like,” Spider-Man interjected. While of course Spider-Man’s true identity personality wouldn’t have the gull to make such a comment, behind a mask and without any real responsibility to act like a married man, he found said gull.  
  
  
“Then you’ll love this, Spider-Man,” said Reed Richards, speaking up from his paper work as he stood, taking control of the imagery shown in order to explain what information he had to offer. “Along with her natural affinity of charm and seduction, this new character seems to be in possession of the body suit organism, the Symbiote.”  
  
  
As Richards predicted, this did interest Spidey. He sat up more alert now, as if getting a shock to the base of his spine, and hung on every word said from then on. “The Symbiote? How’s that even possible? I thought we had that thing locked up tight.”  
  
  
“Yes, well unfortunately it’s obvious it escaped,” echoed the metallic voice of Iron Man. “Despite the top notch security put together by myself and Dr. Richards, the Symbiote continues to prove to be exceedingly difficult to contain.”  
  
  
“Is that why you’re here then, Iron Man? Because the goop’s escape makes your cages look bad?” teased Spider-Man. He had already figured that Reed was there because of his expertise on the alien creature. Richards had worked with the creature before and was the one who discovered its susceptibility to fire and sonic emissions. Now it was time to see why Iron-Man was in the fold.  
  
  
“Actually no, and I can tell you all why you’re here if you would kindly let me finish,” said Fury in a rather irritated tone.  _Just what I need, a room full of egg heads constantly trying to be the center of attention._  “As I was about to say, we are dealing with a symbiote enhanced woman whom we have dubbed ‘Succubus’. I have brought Dr. Richards here in order to help with the understanding of the Symbiote behavioral patterns, and Iron-Man is here to help develop a technology to disarm the creature without too much damage to the host.”  
  
  
“Then why am I here, sug’?” spoke up the Southern belle, Rogue, her voice thick with her, of course, Southern accent. “Seems like ya’ll have more than enough brain power to think this gal down.”  
  
  
“You are going to be our soldier, Rogue. Because of the nature of your power, bringing down Succubus will be as easy as getting her to touch you. She doesn’t seem particularly violent, especially in her seduction of her prey.  
  
  
“Now what the hell are ya’ll insinuating about me?!” asked Rogue, rather angrily.  
  
  
“Nothing at all, Rogue. We didn’t pick you because of any kind of sexual orientation, just that you probably won’t have to lift a finger to bring her down and we want to bring her in as easily as possible, as well as separate her from the Symbiote.  
  
  
“So Mr. Fantastic covers the Symbiote, Iron-Man is handling the tech, and Rogue is taking it to the streets. Why am I here then?” asked Spider-Man. Certainly he has had more experience battling the Symbiote more than anyone, but they weren’t dealing with Venom or Carnage, but a new host, and a strange one at that. Typically the latest host of the Symbiote went straight for him, usually because of some kind of revenge or just madness, but this new host was docile – as docile as one can be with a Symbiote sucking at your brain.  
  
  
“Because of whom the host is, Spider-Man,” answered Fury as he clicked the button on the table, scrolling to the next image they had on file. This made Spider-Man sit even more alert. On screen was a clear image of the face of Black Cat making contact with the Symbiote.  
  
  
 _It can’t be,_  Spider-Man thought.  _Not Black Cat. She’s smarter than that. Why would the Symbiote want her anyway? It’s always just been attracted to those in emotional distr – oh no…_  
  
  
“As you can see, we believe Black Cat is the new host of the Symbiote. That’s why we have brought you in, Spider-Man, because of your past with her,” Fury, elaborated.  
  
  
“Past? What past?! What are you insinuating?!” Spider-Man defensively asked. He immediately thought they knew about his tryst with the curvy cat burglar.  
  
  
“Simply that you and Black Cat have been seen on numerous occasions together throughout the city. Why?” asked Fury.  
  
  
“N-nevermind…”  
  
  
Elsewhere, Cat was working over another victim, grinding into his hips with fervor and desire. With each passing night, her sexual frustration grew more and more. She was in a constant state of heat and felt she may have been getting sloppy with covering her tracks. She had to be ready, though. She wanted to be in peak performance for when she finally got a hold of Spider-Man. Her moans of pleasure were mixed with moans of confusion and panic from her latest mate, his cries muffled into the ball gag as she now bounced furiously on the poor lad. It was hour 15 in their little fuck fest and to say the least the no longer willing participant was exhausted. His body was drenched in sweat and in state of deep red and purple. Scratches and bruises littered his body from the rough play Cat exhibited and continued to. Needless to say, his appendage that she currently worked was far too sensitive to be straddled at the moment. Her stomach tensed up again as she brought herself to another orgasm, her juices pooling with the rest near their thighs before she finally removed herself from the drug aided erection. A sigh of relief fell over the young man as she finally got off him but soon another scream of panic came as a liquid black tentacle sprouted from her hand and ended him quickly.  
  
  
Sitting up and letting the Symbiote cover her fully again, Cat carried herself to the mirror and sighed. It wasn’t enough for her. She was still racked with passion and desire. Still, she wasn’t ready for Spidey. While 15 hours was certainly a long time, she felt it wouldn’t be long enough to outlast the radiation aided stamina of the friendly neighborhood super hero. So tomorrow night, she would find herself a female victim. In her experience, they always lasted longer than the men. Looking in the mirror, she admired her body. Her pale skin contrasted against the seething black alien suit. As she admired it, the suit reacted and moved gently against her body, massaging every inch of her form perfectly to thank her for such compliments of it running in her head. Purring, her hands ran over her curvaceous body, tracing her finger tips along her toned stomach. A small giggle escaped past her plump lips as she shook off the distraction the suit brought on. “Now now, my little pet, I can’t play right now. I have to shower before we go out, mmkay?” she said sweetly to the dark suit. The kind scolding sent the ooze peeling off her form, pooling on the floor and sneaking off into the shadows. If it had lips, it would be pouting.  
  
  
So as to not let that brush off be in vain, Cat made haste to the shower. Stripped of her covering already, she merely had to turn on the water and reach into to test the temperature. Once the point of steamy was reached, she stepped in and pulled the curtain closed behind her. She had to wash up to remove all the sweat that had built up from her heavy work out on her latest victim/toy. Squirting a palm’s worth of body wash into her hand, she lovingly applied it to her form, lathering up the soapy suds only to have it be washed away from the pouring water.  Her hands worked over every inch of her body, cleansing her body from head to toe as she leaned back to wet her long blonde locks.  
  
  
Lurking in the shadows was her favorite playmate, the Symbiote. It lingered alone for awhile, slithering closer and closer until it began to pour into the tub, pooling around her feet with the water secretly. Slowly it crawled up her ankle, wrapping around her long tanned legs and higher and higher still, so slowly and perfectly that it remained unfelt until it reached her hips.  
  
  
A high pitched squeak emitted from her as she felt the alien hug her body. Knowing now what had just clung to her, her panic left and she smiled a devious grin. “Aww, did you miss me that much?”  
  
  
She was answered quickly as the symbiote not only continued to crawl up further, but pushed a bit of itself into her wet (from the shower) slit.  
  
  
Again she squealed, never having felt the symbiote do that before. It must be becoming more adventurous, daring, and hungry. She slapped her thigh, and by extension the suit, and giggled. “Naughty pet,” she cooed without a trace of discomfort in her voice. She decided to let the suit do what it willed, interested in what it would do and also flattered that it would be so loving.  
  
  
By now the suit had covered her from toe to neck, covering her silky form in its dark self. It pulsated and ground itself against her skin, working every pleasure point on her body in a rhythmic dance that only it could achieve. It flowed past her velvet folds and caressed every point it could in her dripping heat. As it played with her clit, her nipples, hard as diamonds now, were also being tweaked. As versatile as it was, it wasn’t hard for it to find and work her g-spot.  
  
  
Cat sang out a song of absolute pleasure as the symbiote’s playfulness quickly turned into sexual want, not knowing it was merely doing this in order to get more of what it needed to feed, her adrenaline. She was thankful it was keeping her steady in the shower as she panted and flailed about, reaching for someone or something to grab onto. All she could think to do was run one hand through her soaking hair and have the other hand cup her burning heat.  
  
  
It had already brought her to several mind shattering orgasms, stronger and more than any man or woman could possibly bring her, and yet it felt in the back of her mind the continuing want of Spider-Man. It too knew this want, though it couldn’t help but feel jealous of him. Even in her countless climaxes, she fantasized about Spider-Man pinning her to a shower wall as the water rained downed upon them, soaking them completely as he dominated her. Even though it was just a routine feeding, it felt almost hurt by her “betrayal”. As quick as it covered her it left, slipping back into the shadows to brood and wait for when she needed it to dress.  
  
  
   
  
  
Elsewhere another creature brooded and pouted in the shadows. Rogue had agreed to go along with the mission. She had been assured that Cat wouldn’t try to kill her unless until there was some skin contact, so she could be certain she would never be in any danger. Still, she felt ridiculous. A throw back to her days of teenage angst, Rogue was dressed from top to bottom in gothic/punk wear. It was necessary in order to fit in with the gothic/punk club she was sent to scout out and be planted as bait. It wasn’t until she had arrived did she realize she wasn’t really a fighter in this mission, just a trap. Her boots were the typical Doc Martins and her legs were wrapped in torn fish net stockings. A very short skirt covered up, more or less, what it could with a black and pink checkered design taken from a Catholic school girl outfit. Not much more clothing until just under her ample breasts where a mid drift revealing shirt was worn, torn at the shoulders and complete with a generous neck line to display cleavage aided by a black bra with exposed straps. Her arms were covered in the same fish net style as her legs. Her chin rested on her palm as she sat at the bar, her dark lips pouting as she blew a puff of air up to move a dangly white strand of hair out of her face and back with the brown hair.  
  
  
She looked across the bar at a mirror and felt a bit slutty in her get up, but had to agree it was necessary in order to attract a villain who preyed on sexuality. Not one of her more dignified missions, but at least it got her out and about. She had to admit, her girls did look rather nice in that torn Metallica t-shirt – full and natural, trying to bust free of her confining bra. As she studied herself in the mirror, a figure caught her eye. It was Cat, gliding through the crowd of dark youth. She dressed herself in a form fitting cat (appropriate, yes?) suit. Her ample bosom also on display like Rogue’s, just begging to be freed. It was almost like she was taunting those who would hunt her now, displaying herself so easily as Black Cat. Rogue couldn’t help but lick her lips a tad at how tasty the target looked, but kept her head clear. She was all ready to get up and try to grab Cat’s attention when she realized she already had.  
  
  
Cat paid no attention to the other dancers in the club, easily drifting past them with a slight push of her gloved hand. A canary eating cat smile on her face as she approached the new face at the club and soon she was upon her latest target. Her hand drifted comfortably around the girl’s stomach, kept safe, so far, from Rogue’s absorption powers so far due to her sleeve length glove – which, along with the rest of her attire, was simply the symbiote. Her index finger traced circles around Rogue’s navel, making smaller and smaller as if circling down into her belly button. Cat looked across the bar and spoke to Rogue’s mirror image, vainly watching herself work over the prey.  
  
  
“Such a tasty looking morsel,” she complimented with a sultry tone, still tracing little hearts on Rogue’s bare stomach. “Why haven’t I seen you on the menu here before?”  
  
  
Now normally Rogue would roll her eyes and give the cold shoulder to such a brash move and comment – not only if she had no attraction to the other party, but also because it could go nowhere thanks to her crippling power. However, as it was her mission to get Cat subdued, and seduced too if need be, she allowed Cat to feel her up. Putting on a half fake smile of enjoyment, she sat up straight and spoke to Cat’s reflection as she had done to hers.  
  
  
“I’m the special for tonight. One night only,” she replied, keeping with Cat’s theme, as sickening as it was to her. She knew she had to keep to her level as to not alienate the target and thus spoil the mission. She only hoped she wasn’t too obvious. Flirting beyond being a terrible cock tease was not something Rogue was accustomed to. A soft shudder ran through her pale form as her breast was squeezed firmly in the villain’s hand, as if feeling the ripeness of her “melon”. She secretly enjoyed the attention, as a matter of fact. In any other situation, she, again, would have to turn away any advances, with either blowing the person off or explaining that her power kept her from a physical relationship, depending on the person in question. That night, though, she had no choice but to allow it, and the danger thrilled her. The thrill of battle had long lost its arousing danger for her and now she found a new outlet. Forbidden to reveal her power for her own sake, it was a heart pounding ride to wait for the inevitable moment when she would be forced to zap Cat. Added to this was the thrill of another female feeling her up. For so long it had been only Rogue’s hands that could cup her supple breasts and spank her heart shaped ass, but now the promise of another party being involved became more and more real. She had fantasized, sure, about being with another woman. Hell, Jean had even thrown her a few literal mind fucks to keep the girl from offing herself from the terrible loneliness her power brought on. Still, this was something different. This was real. Well, as real as it could be. She felt horrible, slightly, that this woman had to be the bad guy. Poor southern belle just couldn’t catch a break.  
  
  
During all of Rogue’s speeding thoughts, Cat had helped herself to the punky delight. Her hands by now had reached her toned legs, teasingly shown by the fishnet stockings. “You have such beautiful legs, dear. Let’s see if you can use them,” she said, giving Rogue no response and yanked her off the seat and onto her feet to drag her to the dance floor.  
  
  
Rogue stumbled a bit, from being pulled down and not being used to the clunky foot wear, and half willingly followed Cat onto the floor. There she was pressed in with Cat and so many other hot, dancing, bodies that she was unnerved. What if some innocent bystander should brush by her exposed skin and go into a coma? She would have to do her best to avoid that, and that was done easily by keeping as close to Cat as possible, throwing herself up against the dominating minx and nervously shifting against her.  
  
  
“So, do you come here often?” Rogue asked. She had heard it said a thousand times before and swore she would never say something so cliché. And yet, she found herself with nothing else to say. She found a bit new understanding for the world of dating – if you could call this a form of courting. It was more like a shameless display of sexual ability as Cat’s leg pressed itself up between her own; leather thigh grinding against cloth panties.  
  
  
“Just enough, it seems. I found you, didn’t I?” She replied as she felt every part of Rogue with every part of her own body. Her hands wandered about her back, searching and finally coming to her plump tush, gripping it fully in both hands and giving her a quick little spank. Cat spared no time, it seemed. She couldn’t afford to. She and Symbiote were starved for more adrenaline, more sexual chemistry, more practice.  
  
  
Rogue was uneased by such forwardness but supplied herself with enough confidence to keep a clear head. Again, she had to keep up with Cat, she had to let her know she was interested, at least play the part anyway. “So, mm…” she started, cut off in her question by the alarming amount of pleasure this devious devil dealt her. “D-do you have a p-place we can, mmm, go to?”  
  
  
Cat gave a slow nod, filling Rogue with a bit more ease. Rogue was certain now she would get the info she needed as to where to find Cat’s base of operations. “But we’re not going there just yet.”  
  
  
This filled Rogue with dread. What could she mean? She was practically fucking Rogue on the dance floor and she – oh, wait a minute, no longer practically. Suddenly Rogue felt a latex feeling hand dip under her short skirt, which she felt was rather pointless given its size, and sneak into her panties. Now she was completely disarmed. Frozen, she just stood there with mouth a gape as the target felt around as if looking for something.  
  
  
Black Cat unapologetically continued, aware of the girl’s virginity of such an action, though not of her actual virginity. Purring, she began to tickle the girl’s hidden treasure, working on getting to that sweet pleasure button and dancing her finger tips on it.  
  
  
She shuddered with fear and lust. She didn’t know if she was coming or going, but was sure if Cat kept up with this she’d definitely be coming. Clinging to dear life, Rogue shut her eyes tight, trying to escape from the public display and her own doubts about what she should do about this mission. This cat knew her way around a pussy, that was for sure.  Already she felt a finger push into her folds, and surprisingly offered up no resistance, and could of sworn she felt more – but that couldn’t be.  
  
  
It wasn’t, but easily understood why Rogue felt that way. The Symbiote branched out subtly from Cat’s now hidden finger and worked the same magic on Rogue as it did on Cat. Cat was easily subduing this girl. It was the best way to convince her to follow her back to her place in a rundown old warehouse. To avoid any suspicion on how one finger could do all that was happening to Rogue, she added another finger, her middle and ringer finger gently pumping in her velvet purse while the symbiote’s tendrils spread through her.  
  
  
Within no time Rogue felt an earth shattering orgasm run through. Was it hers? Couldn’t be. She couldn’t even bring herself to such a climax. Not even Jean’s mind fucks were this good. Rogue lost all comprehension of reason and reality and just ground into Cat’s palm and fingers, subconsciously  moving with the beat of the blaring metal pumped through the club. She bit into Cat’s shoulder in primal lust, and would have drawn blood had it not been for the strong “latex” suit she wore.  
  
  
Cat purred at her work and had to admit she was having more fun with this little number than any other prey she had entangled. She felt so strong yet weak. Willing but reluctant to admit it. It was a wonderful mix of polarities that was a welcome refreshment for Cat. The Symbiote transferred the pleasure from Rogue to Cat, letting her share in the girl’s bliss and that only added to Rogue’s appeal. She was so entranced by how wonderful this girl felt from her. Most of her prey took her for granted when they fucked, but this girl seemed to worship Cat, treat her like the sexual goddess she saw herself as, and she loved it.  
  
  
After long, but feeling so short, Rogue felt empty as Cat’s fingers retreated. They soon found their way into her again, but this time through her mouth. Like a hungry stray she nursed her own juices off of Cat’s gloved fingers, looking up at the mark with wanting and appreciative eyes. She felt reborn, renewed. She had been fingered to several orgasms in a club surrounded by people who probably saw, heard, and pleasured themselves and/or others to the show. She was lost in the darkness and she didn’t care. She was entranced completely until the possible happened. A kiss. A simple and eternal as time itself she was kissed by her new mistress. Their lips met in a soft embrace and soon tight lock. Rogue couldn’t believe this. Now she knew this woman couldn’t be real – no one could kiss her without repercussions, and here she was, having her tongue massaged by this goddess of desire was unreal. Like all good things, though, it had to come to an end.  
  
  
“Come find me, Rogue,” she hauntingly challenged and disappeared into the crowd, letting herself, the cat, be chased for once.  
  
  
Standing there wide eyed and wet, she tasted every last bit that she could from her lips and pushed through the crowd to find her. She tore off her communicator and tracking device and let it be stomped on by the various dark patrons. This woman had cured her of her power somehow, or let her find control of it. She didn’t know, she didn’t care to know, she just wanted more of this magic woman.


	6. Issue 06: Breathless

**Summary for the Chapter:**

> Enraptured by the uncorrupted feel of skin-on-skin contact, Rogue rushes to Black Cat's (bed)side and is asked to prove herself capable of what must be done.

**Notes for the Chapter:**

> The characters in this story are property of Marvel comics. I have used them in honor of the comic series and admiration for the characters. This story is original and is in no way tied to any of the canons of the Marvel Universe (to save myself the grief of working with time lines). This story contains adult material of a sexual nature. If it is illegal for you to view such material, turn back now. This work is copyrighted to the author. Do not post this on any other site or use it for personal gain. It is for entertainment purposes only. Thank you.

She ran until her lungs were scorched with fire and her heart was threatening to crack her rib cage. Rogue had lost sight of Cat several moments ago, seeing her vanish onto the roof tops, but she didn’t give up. Black Cat, by some unknown means, had managed to take away Rogue’s power, or give her control of it somehow. That reason alone gave Rogue the willpower to chase until the ends of the earth to find out the answer to so many new questions. Her body drenched in sweat as her panties soaked by other means. Large breasts bounced with fervor as she ran, as if to try and leap free of her top and take chase themselves. After a few more minutes of running, completely losing where she was or was even going, she was yanked into an alleyway, spun around and pinned face to the wall.

  
Ah great, I lose my power the one night that I am about to be raped in some alleyway, she thought to herself. A soft wave of relief came over as she felt a familiar pair of tits press into her back as her ass was massaged so delicately.

  
“Found ya,” whispered Cat into Rogue’s ear, her plump lips brushing against her ears so teasingly.

  
“Cat!” Rogue exclaimed, feeling her heart throb already as she realized she had found her, or been found rather. “My powers how did you –“

  
Still having her pressed against the wall with her body, Cat just traced her hands along Rogue’s body as she answered, her attention divided between her and her body. “I took away the fear it gave you.”

  
Rogue was understandably confused, to a point. Her power always did create a great deal of fear in her. Fear of being alone, fear of hurting those she loved, and the works. Really it was nothing new for a mutant, but for Rogue it was much much more given the state of her power.

  
Sensing her confusion, Cat continued. “In short, I fucked it out of you. I’ve always had this theory about you, Rogue, that all you needed was a good orgasm to pull you out of the state of fear you put yourself in, and then you could grasp control of you power because it no longer controlled you.”

  
Rogue bit her lip, part from the words she spoke and part from the touch she delivered. “That was rather risky then, Cat. What if your theory didn’t pan out?”

  
“That was a risk I was willing to take, dear,” she replied as she cupped Rogue’s generous breasts, massaging them with such want and desire.

  
Rogue moaned and tried to clutch the wall as her ass ground back against Cat with desire. Through the pleasure a snap realization came to her and she gulped. She had remembered why she was out here in the first place, to catch and bring in Cat. She reached up to her ear where her earpiece used to sit and chewed on her luscious lip again. With the piece destroyed, she knew that S.H.I.E.L.D. could track where she had gone to very easily, and if they saw her like this she would be subject to a great deal of interrogation and punishment. Fighting against Cat slightly to turn around to face her, she spoke up with a regained amount of fear in her voice.

  
“Cat, you can’t be here. S.H.I.E.L.D. is looking for you and when they realize –“she started, only to be cut off a second time, this time by a deep, silencing, kiss from Cat. The moment their lips parted and tongues retreated; Rogue was left muttering the rest of her thought, if she could manage to find all the words at least.

  
“I know, pet,” Cat stated finally, her hands still drifting over Rogue’s body, never getting enough of the perfect frame. “Back at the club, while I fondled you, I was looking for a wire of some kind. You are a perfect piece of bait. Assuming I knew who you were, and I do, I would know that you would of course come in full, well full enough, dress and that makes it easy to hide a wire. Not to mention how sexy you look, they knew I wouldn’t be able to resist such full breasts and a firm ass like yours,” she finished, giving Rogue a firm spank.

  
Rogue thought over Cat’s words, and nodded, but was still unclear about, well, everything. “If you figured I had a wire, then you must have known I was there to spy on you…”

  
Cat this time nodded and replied to her words. “Indeed, but I know you won’t turn me in, pet.”

  
“How’s that,” Rogue inquired.

  
“Because you want me,” she bluntly put. “And I want you.”

  
Rogue couldn’t help but feel a little hurt, being assumed to be such a sex crazed maniac that she would abandon all she stood for so she could have a roll in the sack with a murderer. Sad thing was, she was considering it. Despite what Cat had done, it was all being trumped by the fact she had given Rogue control of her powers. She couldn’t admit that though, she had to do the right thing.

  
“In any case, Cat,” Rogue spoke up, noticeably not denying Cat’s reasoning as truth, but rather avoiding it, “They’ll be here soon, and they will arrest you, and probably me.”

  
“You’re right, that’s why I had to run so far from the bar. They’ll start there and work their way outward, and find us pretty soon. So I had to run far enough to get enough time for this.”

  
Rogue assumed she had meant the little talk, but soon realized she meant something else, and her eyes fluttered closed as it happened.

  
With little time to manipulate the girl further, Cat skipped the foreplay, an unfortunate sacrifice when dealing with a girl with such yummy assets, and slid straight down to flip up Rogue’s skirt and peel down her panties. Her snatch was already soaking wet and the fragrance washed over Cat immediately, which made diving in all that much easier. Her lips worked a seal around Rogue’s nether pair as her tongue teased and prodded. She clutched her thighs firmly and forced her treat’s legs open further, allowing her to further gorge herself on the once unobtainable girl’s fruit.

  
Rogue was in indescribable bliss. Her legs quaked, her body squirmed, her tits rose and fell with her chest as she breathed heavily from the rush of excitement, and all of it was being fed to the Symbiote by way of Cat’s contact with her, though Rogue had completely forgotten about the liquid alien that had set all these actions in motion. Rogue bit down hard on her plump lower lip, giving it more fullness from the pressure she put on it as she massaged her own breasts, feeling that someone had to anyway. Nipples tweaked as her juices flowed freely into Cat’s mouth and down her chin to drip into her cleavage. An unbelievable sight that neither really saw, what with Cat face first in pussy and Rogue staring up at the sky in ecstasy.

  
Several orgasms later, Cat stood back up, shared some juices with Rogue, and smiled as she knew her work was done. “So, I can count on your loyalty, then?” Cat asked.

  
All Rogue could muster up was a slow nod with a goofy look on her face. Before she knew it she was ripped from the wall with a forceful tug from Cat and forced into a sprint down the streets once more. Her legs barely functioning still, Rogue struggled to keep pace with Cat as she was led down many twists in turns in an effort to lose any chance of being followed by the eye in the sky that was no doubt already at the alley way where Rogue changed teams. She finally found rest as Cat stopped within the large warehouse she had used for her sinful pleasures. Having been led up to the “master bedroom”, Rogue fell back onto the plush bed, sprawling out as she recovered from her high.

  
Cat smiled at her newly acquired toy and came to crawl over her, soon finding rest by her side to nibble at her neck and speak words of devious plots.

  
“Now, Rogue, that you’re on my side, I need you to do a little favor for me, to prove your loyalty to sinful delights,” Cat uttered wickedly.

  
Rogue had abandoned all allies before Cat for the sake of continuing the pleasure she experienced with her. Still, she was a bit apprehensive. Though put into a stupor of pleasure, she wasn’t completely out of it, so she had her concerns still. “What exactly did you have in mind?”

  
“As far as S.H.I.E.L.D. knows, you still work for them, and you’re going to use that to your advantage. When they inevitably pick you up, you’re going to get a hold of Spider-Man and zap him. Unconscious, you’ll bring him back here for me,” Cat explained.

  
“But how? After our fun at the club, my powers are in the off position,” Rogue worried.

  
“As I said, they aren’t gone, just controlled, to an extent. You just need to learn how to turn it off and on willingly.”

  
“And how will I do that? Bondage?” Rogue joked, and hoped.

  
“Well…sort of. Come with me,” Cat smirked and sat up, prancing off into another room and getting Rogue to follow. Inside was yet another “victim” of Cat’s, bound and gagged to a bed, though not as nice as Cat’s. Exposed, the man wriggled and writhed as he tried to break free at the sight of his devious, though sexy, capture. She giggled and sauntered on over, dragging her nails across the boy’s leg and up his body to his chest before giving a little tap to his nose. “This will be your test subject, Rogue.”

  
Rogue felt that pain of unease in her stomach as she came to remember that Cat was the bad guy and, at this point, so was she. So she did what she could and asked questions, hoping, slightly, to punch a hole in Cat’s plans and let it fall apart so she could forget all of this and just spend all her days in bed with her. “Okay…but…how?”

  
“Well I’m no mutant expert, but I figure since sex turned your power off, sex will turn it back on,” Cat shamelessly replied, coming to sit next to the lad as she worked her hand on his limp shaft, in an effort to get it hard for the ‘scientist’.

  
Rogue nervously bit her lip again as she confronted her morality against her sexuality. He was an attractive man. Brown hair, bright eyes, firm physique with not an ounce of fat on him. She could see herself making little rivers in the creases between his abs muscles. Licking her lips to dirty thoughts, she advanced to the bed slightly, running her gloved hands along the bed posts. Throwing her beaten morality to the curb, she pounced the boy with a slight purr, coming to straddle his lap after Cat had succeeded in getting the young man hard.

  
Getting up off the bed, Cat didn’t leave the room, but instead moved out of the way and into a chair, taking her seat to watch the show unfold. Poor girl had been up all night and was exhausted and figured she deserved a little visual treat.

  
With no more time constraints and being in total control, at least as far as the bed mates were concerned; Rogue took her time with this one. She was methodical and exact with her kisses and pets on the man, working from his forehead to his bellybutton, tasting every muscle with a flick of her tongue and a press of her lips.

  
It helped, too, to keep him calm and help him forget that he had been kidnapped into all of this, but if he had to be kidnapped by someone then he got a good deal. Her heavy breasts dragged along his body, causing his penis to stir with envious frustration towards his torso. The occasional bump from Rogue’s ass was the only contact it was receiving and all that did was make it worse. Pulling against his binds in sexual want instead of fearful retreat now, the man tried to force himself to look away, but he couldn’t peel his eyes away from Rogue’s deep cleavage, striking green eyes, tender dark lips, and perky ass looming over the horizon. He nearly bit through his gag ball at the sight.

  
Cat watched from the shadows, studying Rogue’s method and making mental notes on where Rogue needed to improve and learning from her in other areas. Naturally, this all made her pretty hot, though in her frenzied state of super arousal thanks to the suit everything did. Her hand drifted across her body as the other was cupped to her cheek as she leaned on her propped up forearm. Her suit parted the path she traveled with her fingertips to allow her to touch her bare skin. Soon she began to tickle the areas where Rogue was kissing on the man’s body, trying to share the feeling but knowing it couldn’t compare. Still, she would remain seated, allowing Rogue to have her moment.

  
Rogue was caring for this man, easing him into a sense of comfort and relaxation, while at the same time maddening lust as she gave him no release…yet. Having worked her way back up to straddle his hips, she sat up, her luscious tush brushing against his diamond hard dick. Smiling, she pulled off her top casually, as if she was just getting undressed as normal. Her breasts strained against the fabric of her black bra, rising over the cups like rising bread fresh from the oven. Rogue took a moment to study the man’s expression, watching his eyes even those they weren’t watching her own. Reaching back, she clutched her bra clasp and gave a short look to Cat, whom she saw was enjoying her own breasts, cupping one with a renewed sense of restraint in her sexuality, and snapped it off. Her tits met with a moment of release, hanging a bit more freely but still restrained by the bra. As the straps were teasingly removed, Rogue held the cups to her chest, giving herself a bit more cleavage as she hid her girls. Finally she let the bra fall, tossing it to the man’s face so he couldn’t see, and allowed Cat the first glance.

  
Black Cat admired the girl’s breasts, tracing her eyes over the shape of them. Though not as big as her own, they still were wonderfully generous, firm from her youth and sitting high on her chest. They were pale like the rest of her skin and capped off by dark brown nipples. She caught the smile Rogue was giving her and returned it with grace.

  
With mercy, Rogue removed her bra from the man’s face and let him gaze upon her nude beauty, though still her skirt remained he didn’t seem to notice. She smiled and traced her gloved hand against his cheek. It was then she realized she still had her gloves on. It had become such a regular feeling to have the gloves on that she had forgotten. Taking special care and pride in removing her gloves, Rogue was slow with their removal, but not in the seductive, teasing way she had been with her other clothes. With her gloves she removed, she was being more ritualistic, fearful almost. Although she had just tasted the man’s entire torso, proving her power’s reclusive state, the hands were more symbolic of it all. With both of them removed, she placed her hands on the man’s pictorials, feeling the warmth of his skin rush to her own cold hands. She instinctively ground her pussy into his abs with delight as she gave a quick gasp of joy from the feeling. A whispered giggle later and she began to feel around his skin, taking in the feel of it all as she closed her eyes to it. The sensation caused her to continue to grind into him, her ass bumping back against his cock still, unknowingly teasing it with its pleasing shape and motion.

  
Soon Rogue realized she could be doing more with him than just feel the skin beneath her hands. Opening her emerald eyes, she gazed back down at him. He was so strong looking, muscular, lean and fit, yet bound and gagged beneath her. The power of it thrilled her, and she could see why Cat did what she did. She smirked and dug her black nails into his skin, scratching down his chest and leaving little red lines to remind him of her power over him. She gave a soft cackle and bucked her ass back once more to his dick, this time she noticed it was there. Looking over her shoulder, and then looking back at his face, she smiled at the reaction it caused. Fiddling with the buttons, she undid her skirt and tossed it. Cat had already done the honor of removing her panties not long ago and so she was left only in her boots and stockings, and both would be too time consuming to remove. She scooted back only slightly, pressing his penis between her cheeks devilishly. Reaching back, she covered the bottom of his penis and petted it slightly, pushing on it against her butt to intensify its contact with it. She raised and lowered her hips just enough to rub against his shaft, teasing him as she kept his dick from retreating, as if it could. She could feel the veins start to swell and an obvious look on his face told her he was ready to blow. He looked like a strong, virile, young lad so she figured he’d be good for several comings, at least, so she let him erupt. It sprayed up and fell on her cheeks, splattering on her high, firm, ass like paint onto the canvas that was her rear. She purred and giggled at the hot feeling of it, milking him for all he was worth and in the crescendo of it, stopped him. A tight lock around the base of his shaft with her fingers stopped him short of his high build up and she had to cackle at the rush of power she was learning to love. He groaned against the gag and she relented and released him to release. After he had finished, Rogue reached back and got some cum on her finger with a scooping motion, and brought it to her face. She studied it, sniffed it, and finally consumed it with recoil in distaste. She had figured it’d taste better, at least like her own, but it was salty and bitter. She saw the small amount of embarrassment on his face and she smiled. In her state she’d be likely to feed some of his own to him, but with the gag that was stopped in the idea form. Sadly now, he was soft, at least softer than before, and she couldn’t have that. Turning around, she positioned herself with her face at his dick and her pussy at his face. As much as she’d like him to eat her out, she felt a strong enough thrill from denying him the pleasure, and instead just let it hover above him, teasing him with its glistening splendor.

  
All the while, Cat continued to watch, and had managed to lose her fingers in her tight snatch. It was still all foreplay to her, though, as she worked just her index finger slowly within her silky pouch. She had, although, included her other hand now and allowed it to cup her large breast, trying desperately to hold as much tit flesh as she could.

  
Rogue studied and surveyed the limp cock, poking it, lifting it up and dropping it, treating it like how a cat treats a strange object. She of course knew what it was, but had never seen one up close, though she had seen them in pornos and artsy films, and once walked in on the men’s locker room back at the institute and found herself locked in her room the rest of the day, working away her sexual frustrations. Going on what she knew from word of mouth and, again, porn, she began to manipulate the cock with her hand, stroking it up and down, caringly at first and soon more firmly as it gained firmness. It was slick beneath her fingers from the cum, and thus easier to massage. As she played, her hips swayed, moving her pussy tantalizingly above the man’s face. He groaned in pleasure and frustration, to her delight. Cautiously she brought it to her lips. First just the head was kissed by her lips, letting her feel it between them as she tasted it with her tongue. Perhaps it was the mixture of the skin with the cum, but she didn’t hate it like the cum hot off the presses, so to speak. Delighted, she explored further, treating it more like a science experiment than a blow job. Her hand gave way for more room so she could lick and clean the shaft, growing braver with her actions and soon she had taken the head into her mouth, sucking on it, but not before trying to blow on it like the job’s name would have one assume.

  
The young man was at his wit’s end, near screaming against his gag as his cock was pleasured but he wasn’t allowed to return the favor, even if she was in cahoots with a criminal. Her pussy glistened above him, made to sparkle against the light shining on them. His jizz still remained on her ass, giving it a slight shine against the light as well. He raised his head to try and at least press his gag against her but to no avail. She seemed to instinctively move it away when he would get nearly there. He rocked against the bed with effort to free himself, which caused Rogue to lose her focus and gave him a quick jab in the side with her boot.

  
Rogue was now half way down his well endowed cock and already sympathized with those girls who deep throated. She tried it, on him, a few times, but her gag reflex was far from trained enough to handle the length and girth. So with what meat she had, she tried out everything she could think of with her tongue on him. Some good, some bad, she imagined. Sadly she couldn’t get a clear reaction out of him. He was either struggling with frustration or discomfort or something or other. During her first blow job, however, her ass began to lower onto the man’s face, and she soon felt the gag and his nose press against her pussy. She perked up, lifting off of his face for a moment, and then realized what the sensation was, and with the shock passed, pressed her rear back down on him firmly. She could feel his head shake back and forth, which she assumed was him trying to move the ball against her lips to please her, which it did, so she moved her hips to keep up with his frantic pace. So cute, he worked so needlessly hard on her.

  
Although he had wished for this to be, now he was trying to move his face away. It was too much; he couldn’t breathe with the gag still on. He moved his head back and forth to try and get some air, but she moved with him, blocking him at every turn. He feared she was trying to smother him to death but that feeling vanished as he was given air when she lifted herself off of him. His face was covered in her juices and, now that he could breathe, he couldn’t be happier. Well, of course he could, if he could taste her, but he was getting there he was certain. With his head turned, he spotted Cat in the corner, fingering herself with both hands, now, and spotted the familiar glint of light against cum. This sight, coupled with the brunette’s work on his shaft, caused him to squirm once more with an oncoming orgasm. This time, however, he was halted before he could send out a drop. Again she had encircled her fingers around the base to keep him from coming. Now the pressure became worse as he heard her giggle and, just as he looked up, her ass came back down to grind against his face wickedly.

  
Rogue squealed with delight as she found a new form of masturbation for herself, working her hips up and down and back and forth to work his face against her pussy lips. While it wasn’t enough to make her cum, it was enough to get her sopping wet, which the guy’s face could attest to. As she lay on him, she got a wicked idea. Peering down into her cleavage, caused by her breasts being pressed into his stomach, she relieved the boy of her masturbation and scooted further, bringing her breasts to his dick. While in a bit of an awkward position, Rogue tried to jerk him off with her luscious breasts. She playfully treated his cock head like a shy mole, peeking out of her cleavage only to retreat upon seeing her delighted face. Without warning he erupted, she couldn’t blame him and she had lost her hold on his dick’s base, between her tits. Surprised, she remained still until he was finished. Sitting up once more, she looked at the jizz between her tits and smiled. Standing, she walked over to Cat to give her a little taste, to share the experience.

  
Cat was unprepared as Rogue sauntered over in her clunky boots and straddled her lap now. Like a proud child, she thrust her breasts into Cat’s face, begging to be cleaned before she returned to her toy. While she was supposed to be focused on getting her power back, or rather full control of it, she admittedly had lost herself in the show as well. Smirking, she looked over at the boy behind Rogue and his wanting eyes and just had to tease him by doing what he wished he could since he saw her breasts, suck Rogue’s tits. Cat’s hands clutched at Rogue’s ass, pulling her closer as she leaned in as well, taking a tit in her mouth and sucking hard. Her mouth and tongue later moved across her chest, cleaning her completely without recoil to the taste. She had become accustomed to it, and had grown to like it, surprisingly.

  
Rogue purred and pulled Cat’s head closer into her cleavage, letting the locks of white hair play against her pale skin. She was all ready to start fucking Cat when she stopped, leaned back and let Rogue observer her cleaned chest. She squeaked with joy and hopped off her mistress and carried herself back over to the boy. On her knees above his once again hardened cock, she assumed from watching her breasts be cleaned by Cat, she reached down to grab his dick and aim it at her pussy. Though she had gained some bravery throughout the evening, she was still a bit scared at this. Her hymen had been popped years ago by an overly ambitious vibrator, so there was no fear of blood and pain, but she was still a virgin for all technical purposes. Still, she had little sentimental value in this boy, or in the idea of losing her virginity. She just wanted pure, hot, wet, nasty, dirty, sex now. Licking her lips with hunger she eased herself down onto his fatigued but willing shaft.

  
He nearly lost it right there. There was no way she could be this tight. She was virgin tight and he couldn’t picture her a virgin, not the way she acted, not with those looks. For once he found stillness in the bliss he was feeling, her velvet sheath lowering around his sword. He was bruised and broken but he wanted more, so much more from her now.

  
Finally her hips met his own as she found him all the way inside of her. She took a moment to gasp and revel in the feeling. A loss of breath and a quick snap back to reality and she was moving her hips. Slow at first, very slow, making sure to feel every detail in the experience. A simple up and down motion was first, her hands planted down between her legs to display her tits pressed together and to keep her stable. Her toned thighs moved with her as she brought herself up and slowly back down, as if she was pumping oil out of the earth. As to be expected, she got used to it and bored with slow. Soon she picked up the pace, feverously getting every last drop of black gold from the crust. When she took all she could from that maneuver, her hips rocked back and forth, manipulating his dick within her. She didn’t care if it was uncomfortable him, she doubted it would be, all she cared about was that it was wonderful for her. She cried out to the heavens, even her moans came with that sexy southern drawl. Left and right, now, her hips went. Soon, a rolling motion that leaned her forward and then her ass back. She was in bliss and had she not brought him to two orgasms before, he would have exploded long ago.

  
He was moments from a third orgasm when it happened. A sensation he had never felt before. It started at his hips and scorched through him, pulling at his every vein and lapping at every ounce of blood before electrifying his skin. He felt dizzy, even faded, shocked into a state of stillness as he felt as though his entire being was being pulled away.

  
She had found her power. As she came, her pussy tight as a vice around him, coming for all to hear as she screamed in joy, she began to zap him of his mind and body. She didn’t care; she kept riding out her orgasm as she drained him of his very life. At the end of it, she was left slumped over a former shell of a man, a lifeless body and yet still she had to kiss his cheek. She knew what she had done, and didn’t care. She, like Cat, had lost herself in the sexual conquest of power and lust. Removing herself from him, she daintily leaned down and kissed his cock, and what little life had been left in him felt it, caused him to finally cum a third time, and was sucked into her deadly lips.

  
Cat sat up, her thighs soaked and pussy worked hard from her own multiple orgasms. The suit reformed around her and took on the form of her original costume. Stepping forward, Cat looked at Rogue and asked the same question, to herself, that Rogue must have been. Had she gained control or just turned the power back on? The only way to find out then and now was the best way she could think of going out, with a kiss. She pressed her lips firmly to Rogue’s and didn’t let go. At first she thought she was held there by the pulling power of Rogue’s consumption of her mind, but soon realized, as she managed to retain her mind, that it was the pulling power of Rogue’s sexuality.

  
Not even concerned with her power at the moment, Rogue drove her tongue into Cat’s mouth, feeling around with more confidence now than back at the club. She had indeed gained full control of her power. Although most mutants had to put in the effort to make their power “activate”, she had to put in the effort to keep it from firing off. She hoped that one day she could be normal, in mutant standards at least, and not have to keep focused on keeping back her power, but she had managed to gain a Zen like mediation to control it. Able to split her attention between that and everything else, she was confident that, at least in time, she’d gain further mastery of her power. And if not, well, it’d be a hell of a trip if it is anything like tonight was.

  
“So about that mission you had for me, Cat,” Rogue finally uttered to Cat’s delighted grin.


	7. Issue 07: Awaken to a Dream

**Summary for the Chapter:**

> Black Cat and Rogue seduce and capture the next pieces of their plan.

**Notes for the Chapter:**

> The characters in this story are property of Marvel comics. I have used them in honor of the comic series and admiration for the characters. This story is original and is in no way tied to any of the canons of the Marvel Universe (to save myself the grief of working with time lines). This story contains adult material of a sexual nature. If it is illegal for you to view such material, turn back now. This work is copyrighted to the author. Do not post this on any other site or use it for personal gain. It is for entertainment purposes only. Thank you.

Spider-Man awoke in what seemed like the beginning of a hang-over, but the rhinos slamming against the inside of his skull were inductive of something worse than that. The fuzzy memory was at least similar to the consequences of over drinking, but he hadn’t had more than a beer a week, if he was lucky, in over three years, so that couldn’t be it. His eyes fluttered as they tried to adjust to the light, and thankfully there wasn’t much of it so it didn’t take long for him to be able to open them comfortably. Still too woozy from whatever had put him in the stupor, he couldn’t yet find the strength to lift his head, so all he could do was peer down at his own naked body. Legs spread and apparently bound to a wooden plank to each. Although he couldn’t see them, he could feel the same bindings around his wrists. He tried to work against them, but to no success. At the very most he could only deduce that they were metal. He started to feel a sense of dread as he began to wonder if he was naked, was his mask also gone, and being in a situation he is not familiar with, it may mean he had been captured and revealed. To some relief he could still feel the fabric on his face, so his mask remained, though if it had been removed he wasn’t sure.  
  
  
The throbbing in his head began to quiet and he could hear outside of his own skull again, and the first noise, really the only noise worth noting at the moment, he heard was that of pleasurable wailing, with a southern drawl tugging at its chords. He began to pick up his head and looked dead ahead at a scene that stunned him even further: three women having mind blowing sex together. One was thrusting her wide hips at the ass of the second girl, who was on elbows and knees with her face buried into the crotch of the third and final woman, who reclined into a wide assortment of pillows, all transpiring on a large and luxurious bed. Candle and moon light were the only sources of illumination in the large dark room with high ceilings, casting an orange glow upon the trio and a blue over cast curtained down from the small windows up above. His vision was still hazy and it was hard to make out who was involved in the realized fantasy, but he could make out some vague hair colors: white, red, and brown.  
  
  
He licked his lips to remove the dryness on them and began to salivate to remove the dryness in there. He could not yet speak, so all he could do was watch as the women fucked each other raw, each moaning, wailing, and mumbling to the heavens. His vision was starting to improve, which only exacerbated problems with his rising erection from seeing the scene before him better, and while he couldn’t make out the faces just yet, he could see that the girl with brown hair had a streak of white, though it could just be light from one of the many lit candles. However that was all he needed to confirm who at least one of the girls was, and if it was her, then the girl with white hair was identified accurately, and finally the submitting red head was…well he hoped he was wrong.  
  
  
As he was debating on who the women were, or rather struggling to come to terms with who they were, he unintentionally began to speak, though it was just mumblings at his current state. Though they started out quiet and over shadowed by the women’s screams of pleasure, they began to pick up as they formed more coherent words. As he started to repeat their names over and over, the girls caught wind and froze. Looking to each other, the brunette sighed and pulled herself away from the sex. Her wide hips swayed seductively even as she angrily marched over to Spider-Man. With her up close, he could make out her face perfectly now.  
  
  
“R-Rogue…” he muttered defiantly of the fact.  
  
  
“Shhh,” she calmly whispered to him, “It’s not your turn yet, Pete.”  
  
  
Soon he felt a prick in his neck. She was injecting him with something, something to put him to sleep. He could only hope that the next time he woke up, if he woke up, he would be in a better situation.  
  
  
   
  
  
*** _Earlier_ ***  
  
  
   
  
  
Spider-Man nervously paced through the halls of the flying fortress of S.H.I.E.L.D., wringing his hands as his mind raced with a million thoughts at once, but all concerned the situation with Black Cat, and now Rogue, whom no one had heard from in several days. He wanted to be down in the city below, doing his part to help find Rogue and, hopefully, Black Cat, in hopes to put this whole mess to rest. However, he had been ordered to remain on the ship until further notice. It was Nick Fury’s belief that Rogue’s disappearance was undoubtedly the work of Cat, and most likely meant to draw Spider-Man out as well, and Fury didn’t want to risk losing two heroes in one mission. With his back to the wall, Spidey crossed his arms and tapped his foot impatiently, staring down at the ground, watching as the soldiers walked by him in the hall. Just as he was about to snap and jump out of the flying ship, the com-link in his ear beeped for his attention.  
  
  
“Gentlemen, we found her,” said Nick Fury over the communication device, directed to the frequency of those involved with the mission. “Come to the War Room.” Now even more nervous, Spider-Man pushed himself off the metal wall and rushed down the hallway, soon opting to crawl along the ceiling to avoid dealing with the crowds of people going in the opposite direction. As he raced to the War Room, he wondered just who they had found. It had to be either Rogue or Black Cat, but it wasn’t both, that he knew. Finally making it to the War Room, Spider-Man leaped down and entered to find Iron Man, Nick Fury, Reed Richards, and the woman of the hour – Rogue. While Spider-Man was relieved she was back and okay, his heart was still sunk for Black Cat’s condition, no matter what she has done. Still, he breathed a sigh of relief that she at least looked okay and walked into the room, going to join the group as the table, taking his seat between Iron Man and Mr. Fantastic as Fury stood with Rogue across from them.  
  
  
“We picked up Rogue several minutes ago,” Fury started, his hands behind his back as he went over the details of her recovery. “She was found some 20 miles away from where we lost communication with her three days ago.” Fury continued with the debriefing, going over the boring details of how they found her, where they found her, and what condition they found her in. Spider-Man, as well as Iron Man and Mr. Fantastic, wasn’t listening to a word of it, and instead found himself transfixed on Rogue.  
  
  
Rogue was dressed how she was when she left the fortress days ago, but her gothic clothing had been torn in all places. While she wore a blanket over her, warming her from the cold of the New York night, she wasn’t pulling it closed around her chest, exposing her full breasts that were now barely covered by a bra and the remnants of a shirt. Apparently still shaken up by the ordeal, her breathing was quick, giving a speedy and steady rise and fall of her daring cleavage. When Spider-Man did manage to drag his eyes up from her pale tits, he caught her eyes staring back at him. Her makeup had become a bit faded, but her green eyes were still just as striking, and they shot out against her pale skin and dark eye shadow and leaped over to Spider-Man. The only reason he didn’t feel embarrassed for being caught staring at her chest was her devious grin playing on her luscious dark lips. Both perplexed and drawn in, he felt his heart beat matching her own now. Breaking the caught gaze was Fury, who gave the floor to Rogue.  
  
  
Standing, Rogue finally pulled the blanket together, covering up her chest by pinching two ends of the blanket together. Still, her mid drift was nicely shown, and her skirt was now noticed to have also faced battle damage, and her thong panties could clearly be seen rising up along her hips. The faintest sight of the triangle of her panties, too, could be seen over the hem of her ill fitted skirt, her wide hips the only things keeping it from dropping down to the floor. All of their gazes were broken as Rogue spoke to them all in that sexy Southern drawl.  
  
  
“Black Cat managed to lure me out of the club soon after she approached me,” she started, her tone sounding so ashamed of her failure, so innocent of the truth, and so naïve of all the eyes drawn to her body. “I was unable to make a skin-to-skin contact with her before she knocked me out. She took me somewhere, I’m not sure where because I didn’t get a good look at the surroundings, and I have no idea how I got there since I was unconscious,” she continued with her story, some of it true, most of it false. “Somehow she managed to…deactivate my powers…” That notion got everyone’s attention immediately. While power cancellation was not unheard of, it was something very difficult to come by, and for a person like Rogue, they all knew how impactful such a device must be, assuming it was a device. “She…she…took my clothes off and…” she trailed off, her voice cracking a bit as she worked to win the Academy Award. Fury stopped her and let her take her seat again, not wanting to force her to repeat what they were already assuming.  
  
  
“We are looking for Cat’s whereabouts still, and now we have a better idea of where she may be hiding,” Fury began to conclude. “Until we have more information, I don’t want you leaving this ship, Rogue,” he said with a comforting hand on her shoulder. “Or you, Spider-Man,” he added with a one eye stare across the table.  
  
  
“This is insane, Fury!” Spider-Man objected, standing up, but immediately sitting down, remembering the state of his crotch thanks to Rogue. Since he couldn’t stand, he opted for a dramatic slam of his fists down on the table. “I should be down there looking for Cat! I know the city, and Cat, better than anyone here,” he began to reason, “Plus it’s me she wants!”  
  
  
That last statement garnered a few raised eyebrows, to which Fury had to speak up for. “Why do you think that?”  
  
  
Spider-Man rubbed the back of his neck, darting his eyes back and forth as he tried to back track. “Well, I just assume, because we know each other and all.”  
  
  
“No, Spider-Man, there’s something else. That’s twice you’ve freaked out about your relationship with Black Cat and now we need to know why,” Iron Man said with that electronic tone over his voice.  
  
  
“He’s right,” Reed Richards added. “We have to know everything we can if we’re to catch her.”  
  
  
 “Well, Black Cat and I…sort of…ya know…” he was still too ashamed to find the words, so he made some gestures with his hands to illustrate the action.  “And I kind of…rejected her advances afterwards.”  
  
  
He could tell everyone around the table was rather disgusted. They weren’t appalled by his having sex with Cat, that they were rather proud of, but his apparent using of her. Fury, most of all, seemed disappointed. “That would have been rather helpful to know beforehand, Spider-Man. Now I have reason to take you off of this mission.”  
  
  
“What?!” Spider-Man yelled, now standing up dramatically.  
  
  
“You are closer to this than I had originally thought. Not only for what Cat may do to you if she finds you, but also what you may do if you find her. You’re too big of a liability. I’ll radio for a chopper to take you back down to the city. The rest of you, dismissed.”  
  
  
Spider-Man didn’t get a chance to appeal before Fury left. Furious, Spider-Man stormed out of the room. He didn’t make it far down the hall before someone called out his name to get his attention. Turning around, he saw Rogue bouncing towards him, an emphasis on bouncing. Having caught up with him, he wished he had made it further back before she called out to him.  
  
  
“I’m sorry, sug, for what happened in there,” she said in her darling accent.  
  
  
He shook his head and spoke, “It’s not your fault, Rogue. It’s mine. I should have been up front from the beginning…And I also should have been looking for Cat this whole time myself. You didn’t need to get involved,” he apologized, feeling even more guilt now for this situation. “It’s because of me that you were…” he couldn’t find the will to say it, especially if she couldn’t back in the war room. What surprised him was her smile.  
  
  
“Raped?” she asked, to Spider-Man’s slight freeze from shock. “I wasn’t raped. I made it up.”  
  
  
Spidey couldn’t believe what he was hearing. She made it sound like it was all a big prank, rather than a defense against the truth. “You…You made it up? Why?”  
  
  
“Because if they knew I had fucked her brains out willingly, they might not have trusted me,” she said impishly.  
  
  
As he heard this, he couldn’t believe he was so…alright with it all. Something about her had changed, but he couldn’t put his finger on it. Hell, he couldn’t focus on the thought process to figure out what it was. She seemed so much more attractive now than before. He had just enough strength to keep his eyes on her own, rather than her heavy tits, but that may have been only because her eyes were so gorgeous and enchanting. All he knew was something about her was pulling him in now. He couldn’t resist.  
  
  
“But then your powers,” he started, before being interrupted.  
  
  
“Under control, thanks to Cat,” she replied happily. “I’ve never met pussy with such curing properties,” she said playfully. Smirking as she had back in the war room, she stepped up closer to him and reached up to his mask, causing her blanket to fall down from her slender shoulders and expose her barely covered body to him. She found no resistance as she gripped the bottom of his mask, slowly pulling it up but stopping just above his nostrils. With another advance, she pressed herself to him, mashing her pale globes into his costumed chest and pressed her lips firmly to his parted (in shock) lips.  
  
  
He was both surprised by the kiss and by the fact that he wasn’t being put into a coma, proving she wasn’t lying that she had her powers under control. He knew this was wrong, Cat proved his loyalty to Mary Jane (kind of), and yet he was failing in that success by letting the kiss continue; plus her adventurous tongue wasn’t helping him resist her.  
  
  
Grabbing him by the collar of his costume, Rogue dragged him forward as she stepped back, taking them out of the hallway by mashing her hand on the button near the door behind her, letting it slide open as she took them both inside. To her luck, no one was in there, and to her planning it was a quarters for soldiers. Once inside and the door closed, she let him up for air as she broke the kiss. Licking her lips as she looked at him, she stroked his chest tenderly, soon nibbling on her lip as she admired his well sculpted muscles.  
  
  
Recovery from the daze of experiencing such a passionate kiss, he planted his hands on her own to pull them away but, for some reason, didn’t – and instead just held her thin digits. “Rogue, I can’t do this. I…I don’t know what’s going on here but it’s not right,” he pleaded.  
  
  
“Aw come on now, sug,” she started, already weakening his defenses with that accent, and her voice cracking cutely, which happened when she was excited, “I saw the way you were staring at my girls back in there. Though I can’t blame you for staring. They are big, perky, natural, and warm,” she said, cupping her breasts and massaging them with an arch of her back as she described her chest, “and until recently, the only person who has gotten to enjoy them is me…Well, you’re about to enjoy them as much as I have over the years, sug.” With that, she launched her hands behind his head, pulling his head forward and burying his face into her cleavage, causing her to let out a joyous squeal.  
  
  
Dumbfounded and aroused, Spidey found himself ear deep in a valley of breasts. Lip quivering, tickling the inside of her breasts, he lost all control and reached up to grab and massage his breasts around his head. His motions were soft and appreciative, and his lips sucked on her tit flesh, leaving a trail of kisses as he looked for a nipple.  
  
  
Though enjoying his attention, she wanted much more. “You’re the first man to ever touch these forbidden fruits, sug. You can do a bit better than that,” she said down to him as she pulled his face in deeper. Certain he wouldn’t pull away, her hands left his head and went to undo her bra for him, as well as strip away the last of her tattered shirt.  
  
  
With permission to let loose, Spider-Man feverously mauled at her tits, groping one as he gorged himself on the other, sucking at her tiny brown nipples like a man dying of thirst. Motivated by her adorable squeaks and squeals, he doubled his efforts, losing himself in the aroma of her body as he threw them both to the wall, pressing her back to it as he feasted on her heavy chest.  
  
  
Delighted, she braced herself against the wall before throwing her legs around his waist, her boots clunking together at his ass as she pulled his entire body against hers now. Her hands dragged along his biceps and muscled back, moaning in utter pleasure. “Oh, sug, you’ve done this before haven’t you? You’re a man who knows how to appreciate such wonderful tits like mine,” she praised.  
  
  
Drunk on her scent and the taste of her breasts, a hand broke away from her breast to tug down at his pants, freeing his impressive erection before reaching between her pale thighs to move her thong out of the way. Like a beast possessed, he threw himself into her, impaling her with his dick, causing her breath to catch in her throat and her nails to dick into his costume and skin.  
  
  
Her legs locked tight around his hips as he began to thrust into her, his face still buried in her cleavage. Panting and moaning, she bucked back to meet his thrusts, holding onto him for dear life. Such wild sex was still rather new to her, as well as sex in general, and while she preferred a bit more foreplay, she was discovering, she found nothing wrong with Spidey’s wild appreciation of her body.  
  
  
He moaned into her chest, growled even, as he neared his climax. Hearing this, Rogue pushed him back and let him slip out of her slit so she could fall to her knees for him. A burst of Spidey spunk launched onto her wet tits, which she cupped underneath to hoist them up more for the coming landing. Separated from her, Spider-Man found some clarity and fell back onto the bed behind him. Still panting, he muttered swears to himself, both from the pleasure of getting to nail an icon of forbidden sexuality among heroes, and realizing that he had slipped in his loyalty to Mary Jane once again.  
  
  
After having cleaned her chest off, Rogue stood while licking her lips and stepped over to Spider-Man. “Sorry, that wasn’t in the plan, sug, but I just couldn’t resist seeing the extent of this pheromone; not to mention getting to screw my first male super hero.” Seeing him with a face of distress, she pouted and waltzed over after putting her bra back on. “Aww, don’t look so upset, sug. You’ll hurt my feelings,” she teased before pushing him back onto the bed and climbing on top of him. “Besides, you and me are going to have much more fun later, so you better learn to check your guilty conscious at the door,” and with that, she gave a rather sweet kiss to his lips. However the kiss carried another motive than to reassure him, and soon Spidey found himself being drained of his conscious, powers, and mind. His veins rose to push against his skin as Rogue showed her control of her powers, and soon he blacked out.  
  
  
Having properly knocked him out, Rogue sat up and found some proper clothes in the locker to wear. Dressed, she picked up Spidey and put his weight on her shoulder as she grunted to hold him up. “Jeez, good thing Cat didn’t want me to bring Thor or Hulk. I don’t think I’d be able to drag them around like this,” she said to herself as she started to carry Spider-Man. Careful to move through the ship unnoticed, she managed to get to the helipad without incident. Tossing Spider-Man into the back, the pilot had a few questions for her, but all were answered with a quickie blow job and a promise for more if he kept this to himself. After that they were off, and with Rogue’s new flight plan, they would soon land just outside of Cat’s lair.  
  
  
Further into the city, and some miles away from the fated Black Cat lair, Mary Jane showered alone tonight, as she had for several nights now. She had come to understand that Peter Parker was always late to their dates and having to leave others prematurely. However, his reasoning was something she couldn’t be mad at him for – he was a hero, after all, and while she knew he was doing great things for the city, she still wanted great things done to her, and as time was going on she was finding herself becoming more selfish for his attention, and this week had been no different. When Fury had come to him during their anniversary love making, she was both excited (being caught in the act like that) and distressed, because she knew he would have to devote himself to the fate of the world. However, she hadn’t counted on him being gone so long and without so much as a phone call.  
  
  
Mary Jane had developed an appetite for a certain level of intimacy on a daily basis now, and usually her husband was there to sate it with change to spare, but this extended leave of his was testing her loyalty to him, her hand, and the kinds of toys you don’t find with Barbie dolls and LEGOs. Her growing sexual thirst was making it hard to work as a model as well. Being stripped down to barely nothing in front of all those hungry eyes always excited her, but now she was fantasying about acting on those feelings and pouncing even the donut delivery guy. Oh how she had been wanting to throw herself onto him and have him put sprinkles and frosting during her photo shoots.  
  
  
As thoughts of adultery for the sake of real release raced through her mind, Mary Jane lathered herself up in the shower. Her tanned body was being covered with silky suds, only to be washed away by the pounding warm stream of water that gave way to steam to rise up from her curves and fill the room with her moans of pleasure. A bar of soap in one hand and a breast in the other, MJ washed her clean of any possible germ in existence, taking her time with her curvaceous body. MJ was a gorgeous woman, whose statuesque body was only rivaled by the super heroines that surrounded her husband every day. Her breasts were a humble D cup, not quite up to the level of Black Cat’s and trailing just behind Rogue’s, but she had more than enough legs to make up for that minor short coming. Her tall stalks bent and straightened in a sort of dance as she showered, the white soap melting down the legs to pool around her danty feet for only a moment before being washed down the drain, the bubbles’ final sight being that of her high and firm ass, which featured a tattoo of the Spider-Man spider symbol on her left butt cheek.  
  
  
Satisfied with her cleaning foreplay, MJ reached up to the shower head and tugged on it, dethatching it from the wall and dragging out its tube that let it keep spraying water on her form. It was such a wonderful little development for the shower, one that gave her such pleasure that she’d leave Peter and marry it if it could cook her breakfast in the morning and make her laugh. She began to direct the nozzle over her body, letting the pounding stream hit every pleasure point and sensitive area on her body that its little radius could cover. The head was slowly dragged over her body, as if she was searching for something that only the shower head could detect. A small skip over her most sensitive of areas and it was dragged down her long legs, forcing her to bend down and inadvertently press her heart shaped ass against the knob that turned on the shower. A squeak emitted from her lips that was at first surprised and then delighted, but she didn’t want to linger and accidently turn the shower off.  
  
  
The nozzle was directed up the other leg, which she had decided to raise up and set her foot on the edge of the tub, and began to slow to a teasing crawl as it neared her pelvic area. Biting her lip, smirking all the while, MJ teased herself by giving a quick snap of the head to hit her pussy lips with a short spray, knowing what was to come soon enough. Taking a step back and bracing herself against the wall as she cranked up the strength and style of the shower head three more points. Gripping the shower railing, she bit her lip again and then threw her head back in joy as she moved the nozzle into position in front of her waiting vagina. The first burst always felt the best, and it nearly knocked her on her ass as her leg flew forward and toes curled.  
  
  
“Oh, oh fuck yes,” she uttered as her head dropped to examine what was going on below, looking between her breasts down her flat stomach to the chrome head as it pulsated and sprayed against her velvet folds. “Mmm, oh god yes, oh Peter I wish you were doing this to me right now!” she cried out, wishing she had an extra hand to spare to massage her breasts. “Son of a bitch, yes! Yes, yes, mmm, yes that’s fucking good,” she continued, “fuck, fuck, fuck yes!” As her pleasure increased, her dirty talk began to devolve into purely moans and howls of ecstasy. With a crashing wave stronger than that of the shower head, MJ found her sweet release and dropped the shower head in numbed bliss. Sated, she turned off the water and stepped out after reaching for a towel.  
  
  
Her body was tried from top to bottom, and after wrapping herself up in the towel she blow dried her long phoenix hair. Finally finished, she exited the bathroom and entered the bedroom immediately after. Her eyes were drawn to the nightgown she laid out for herself but decided against it now. She unwrapped herself from the towel and tossed it over her shoulder back into the bathroom. She walked naked through the room and to the bed, running her hand along the soft covers before slipping herself under them. She snuggled into her usual spot and draped her arm over her phantom husband, wishing he was there to make her night complete. As she longed for Spider-Man’s presence, she looked out over to the window and the moon that peered in to illuminate her. As she examined the moon and the city below, dreaming of her husband’s return, MJ drifted into slumber.  
  
  
Moments later, outside her window, the curvaceous cat drew in to peer through the window as well, but for her she saw her prey, MJ, sound asleep in her bed, her form draped in a thin satin sheet. A low purr came from Cat as her eyes ran over every curve she could make out. Licking her lips, she turned her mind back to her work and with a sharpened claw she began to trace a circle in the glass. Experienced, she didn’t have any need for a base circle to draw around anymore, and so she easily made a perfect circle. Once the ring was connected, the glass was allowed to be popped out towards her end and set on the ledge. The hole wasn’t too big, but it was enough for Cat to use her grace to slip through.  
  
  
She moved with pure stealth through the room, her eyes on MJ for the most part but began to put attention on the surroundings. Black Cat felt a bit warm hearted as she stared at the picture of MJ with Peter Parker, although Cat only acknowledged him as Spider-Man. Her survey of the room was interrupted when she heard MJ stir in her bed, giving a slight moan as she shifted under the covers, turning her head away from the window that now let in a little bit of cold air from the streets. Well, Cat felt a bit “guilty” for that and figured she just had to warm her up.  
  
  
Her hips swayed as she slowly directed herself towards the marriage bed where usually one person she loved slept, and one person whom she hated slept. Her hatred for MJ was only controlled by her evil glee from knowing how this was all going to turn out. As she walked, her symbiote suit began to shift and hide itself away on her body so to expose her pale, voluptuous, form to the moonlight. A purr crept from her lips as she found her way onto the bed and began to crawl over Mrs. Parker’s form. With each hand pulling her forward, she would tug down at the blanket that covered her prey, revealing inch after inch of the woman who Spider-Man figured was better than Black Cat. She licked her lips with hunger as MJ’s pink nipples hardened in the night air that was seeping into the bedroom. Once she had reached her waist, the sheet was swiftly removed to expose the super model entirely to the cat burglar. On all fours, Cat peered over her body, using skilled grace as to not wake the woman too soon. A slight stir in the bed startled her, but she calmed when she saw MJ was just moving her head to the right again, exposing her neck to the vicious villain. Pushed forward by the symbiote’s influence, Cat reached forward and dragged her black finger nail along the most sensitive spots on the woman’s neck.  
  
  
 _It’d be so easy,_  she thought, imagining the blood as it would fountain from her neck like from an over the top gore film. She imagined showering in the drained blood of her only competition for Spider-Man’s heart. Luckily for MJ, Cat had other plans in store for the red head, and didn’t very well want to upset her masterwork. Still, that neck looked so tasty, in fact her whole body did. The plan was to get in, knock her out, and get out with the prize. Still, why not have a bit of fun? Licking her dark lips again, she leaned down to drag her tongue along MJ’s tan neck, stopping just below the ear and then taking the lobe in between her teeth. A curious hand began to slowly drift down the prey’s form, tracing just the finger tips along MJ’s every curve.  
  
  
Mary Jane began to shift some more, but remained asleep. At best, Black Cat’s pleasurable attention was only stirring MJ’s dreams, leaving her unaware of the dangerous and very horny criminal with her in the bed. Her body was heating up despite the cold air that had invaded her room and her dream was starting to take a more sexual turn. She had been shooting in the arctic, and despite what would be reasonable to wear, she was completely nude. Although MJ had never done a nude photo shoot, her dream persona didn’t seem to think anything of it. The cold air had brought her nipples to an immediate point, and the snow beneath her feet required her to constantly be massaging her own body for warmth. Her breasts, her ass, her legs, her stomach, every limb had to be rubbed to keep her from freezing. Of course, she wasn’t really freezing, but in her dream she figured she must be.  
  
  
Black Cat continued to survey Mary Jane Watson’s model worth form. Her hands did not pause once as they caressed her, fondled her, and groped her. It didn’t take long for a heat to start to grow in MJ’s hot spot, rising up to meet Black Cat and direct her attention there. Crawling back down, Cat examined the tight purse and smirked, looking back up MJ’s body to make sure she wasn’t waking up. She would proceed, then, to give pussy lips the tiniest and quickest of licks, getting brief tastes as to not wake up her enemy.  
  
  
Back in her dream, MJ had taken a small five minute break from posing and had the intern bring over some hot cocoa to warm her up. Well distracted by the model’s nude beauty and stumbling through the snow, the shy young man tripped over a hidden twig and launched the contents of the cup right at MJ’s pelvic region. Of course in the real world that would hurt like nothing else, but in dream world it was a minor annoyance and a good reason to bring the young, muscular, and tan boy over to fix the problem. With dominatrix like attitude, Mary Jane called him over.  
  
  
“You stumbling oaf!” she said in her best authoritarian voice. “Do you have any idea what you’ve done?”  
  
  
“I’m sorry, miss Watson, I-“ he stammered an apology before being interrupted with MJ’s foot pressing down on his back and sending him back to lie in the snow.  
  
  
“Do not look at me unless I say you can, scum! Now, you’re going to have to clean up this mess. With your mouth,” she took special joy in adding in that little detail.  
  
  
With a shameful nod, the young man crawled forward and got up to his knees, putting himself at eye level with Mary Jane’s steaming snatch. Never raising his eyes to her, he dove right in, clutching her by the hips and licking every inch of the area clean. He worked like a cat with his licks, short and sweet and to the point, removing every bit of hot cocoa and every last marshmallow that had stuck to her tight pussy.  
  
  
Satisfied with the taste test, Black Cat crawled back up the slender body and was surprised that MJ was still fast asleep, and from the looks of her darting eyes, was also dreaming. Straddling her lap, her lust for the woman was starting to be overwritten by her hatred for her. Snarling, thesymbiote took over and her hand soon clutching at MJ’s neck, starting to increase the squeeze slowly. Black Cat, for whatever was left of her, managed to overrule the symbiote’s vote for murder and soon released the girl’s neck. To her cough, she gave a smiled and leaned down to kiss it all better, and soon her dark lips were pulled to MJ’s red lips like a magnet. Although hungry for so much more, Cat controlled herself and only gave her lips tiny little kisses, although soon she found herself sucking on the woman’s lower lip and purring as she did. The symbiote then decided if it wasn’t going to get an adrenaline rune from murder, it would get one from sex. It shifted along Black Cat’s body and soon formed what looked like a strap on Cat’s own dripping pussy. Realizing this, Cat mentally gave the symbiote the go ahead and smiled as her hips were pulled into Mary Jane’s, the black cock slowly working its way into her burning heat.  
  
  
In the snowy dream land, the intern cleaning had taken a turn for the worse as he shot to his feet and began to choke Mary Jane. He was a vampire! Of course, she should have known. Struggling, she couldn’t seem to break free of the undead’s grip, but soon she was free as his hands were pulled away to the sound of  _twip_ _._  Yanked back, the vampire intern landed backwards onto a wooden stake, right through his heart which caused him to burst into ash. Standing in the pile of ash was MJ’s hero – Spider-Man. Cooing, she opened her arms and beckoned the web slinger to her.  
  
  
Already naked from the mask down, Spider-Men leapt into action and pinned MJ to the tree, lifting his mask to give her a series of tender kisses, all while his dick was being guided into her hot sticky pussy. Hands caressed her as his hips moved slowly to bring his cock in and out of his wife’s velvet folds. Tired of just straight kissing, he lowered his head and cupped and raised her breast to kiss it tenderly, and suck her hard nipple into his mouth to play with it in a way she had never knew he could before.  
  
  
“Oh, oh that’s so good, oh yes, fuck me harder, Spider-Man” she cooed in her dream, and out loud.  
  
  
Black Cat heard this and glared daggers at Mary Jane. Angered, she bit down on MJ’s breast, which to her surprised only caused her to emit a louder, more pleasured, moan of Spider-Man’s name. Giving into her symbiote fueled raged, she darted up and chomped down on the model’s neck, hard enough to draw blood enough.  
  
  
This was certainly enough now to wake up Mary Jane and she did so with a scream of pain. Her dream had ended with Spider-Man revealing that he too was a vampire and had just begun to feast on his wife. With a moment to wake, MJ soon realized the bite was real – everything was real, well to an extent. Seeing the pale woman on her, biting into her neck and still with a foreign object in her pussy, she thrashed against the woman.  
  
  
Having tasted the blood, Cat was oddly calmed from it and smirked as the woman beneath her tried to break free of Cat’s mouth, hands, and alien penis. She threw her a bone and stopped licking up the blood that trickled from the small puncture she had made and unsealed her lips from her neck. Still MJ protested, shouting obscenities and calling for help. Sadly, MJ had gotten those extra thick walls so she wouldn’t wake the neighbors with her cries of passion, being a screamer and all. Black Cat knew it would just be a matter of time, however, before she submitted. To speed up the process, she cupped one of her own breasts and planted it over the struggling model’s mouth, forcing her to breath in with her nose.  
  
  
As she was forced to inhale through her nostrils, Mary Jane felt a sense of peace and comfort with the situation. The scent Black Cat gave off was enchanting, and it lulled her into a sense of ease. Her eyes grew heavy and her lips pulled up as her thrashing stopped. She didn’t stop moving entirely, however, as soon her legs lifted up to wrap around Black Cat’s wonderfully shaped ass and pull her back in, encouraging her to resume what she had been doing.  
  
  
Now without the restriction of needing to be extra soft and quiet, Cat threw herself into the game, thrusting more vigorously now to force MJ to emit more obscenities and cries of passion. She could see why Spider-Man would have picked her to be his wife, but she still couldn’t figure out why she was seen as a better candidate than herself. Still, this puzzling question did not keep Cat from fucking MJ without mercy, which the model found to be just delightful.  
  
  
After some time, the two of them were met with their own orgasms, rocking  their bodies together as they trembled from the aftershock. Mary Jane couldn’t figure out what was going on, it was all like, well, a dream. It was like she was on some kind of drug that made everything that shouldn’t be right, right. That would be a good reason to explain why she was now following Black Cat out into the city through her own window, butt naked.  
  
  
Cat was pleased; it all went according to plan. She had acquired her target and now she just had to hope Rogue had bagged Spider-Man. She was a bit upset, still, that she had to send her to seduce Spider-Man and not be able to go herself, but it was just easier this way. As she ran home with her prey securely hanging onto her back, Cat looked up at the S.H.I.E.L.D. helicopter over head. Somehow she knew who was on board and didn’t feel an ounce of fear because of it.


	8. Issue 08: A Climaxing End

**Summary for the Chapter:**

> Spider-Man does what he can to save himself and MJ, but does she, or he, even want to be saved?
> 
> (Contains a new ending different than the versions found on the other sites I previously posted on, since many people said they hated it. I hope this new one is better!)

**Notes for the Chapter:**

> The characters in this story are property of Marvel comics. I have used them in honor of the comic series and admiration for the characters. This story is original and is in no way tied to any of the canons of the Marvel Universe (to save myself the grief of working with time lines). This story contains adult material of a sexual nature. If it is illegal for you to view such material, turn back now. This work is copyrighted to the author. Do not post this on any other site or use it for personal gain. It is for entertainment purposes only. Thank you.

It was usually the cold air that woke him up, and if not that then a hot body grinding against him. If he was lucky, it would be Mary Jane; at least then he didn’t feel guilty. However, it rarely was her, and when it was Black Cat would be watching nearby, mocking the red head’s “poor performance” and pulling her off so she could finish the job herself.  
  
Spider-Man had done his best to keep track of the time, able to see night and day through the windows on high. His guesses were only though, however, as he suspected he could be out of it for more than a day or two at a time. It all depended on how much of a fight he would put up, forcing them to use more of that drug than usual to keep him out longer. Awake or not, it didn’t stop them from using him as a sex doll. Whatever it was they were using to keep him somewhat willing was also keeping him constantly aroused. At least, that’s what he told himself. Seeing those three hot, writhing, super bodies fucking each other and him was more than enough to cause his body to betray his devotion to MJ.  
  
Each time he awoke he found his bounds weaker and weaker. Despite they’re degrading strength; he wasn’t able to break them. Perhaps his powers were being sapped from the drugs, or perhaps it was his own will. With each passing session, he found himself less and less eager to get away, even when MJ wasn’t present. He couldn’t be sure of anything anymore, really, and that realization was becoming less and less troublesome.  
  
When he awoke this time, it was to MJ’s gyrating hips on his lap, his cock snug inside of her. She had been moving slowly, a casual thing, not expecting to wake him. Spidey fluttered his eyes open, and for a brief moment he forgot the situation they were in. He just saw the fiery-haired beauty grinding into him, raking her hand through her hair as it cascaded in front of her perfectly shaped face. He moved his head side to side, looking for the ivory haired mistress but surprisingly found no one. It wouldn’t be impossible that either Black Cat or Rogue would be behind the bed he currently was bound to, or somewhere else close by where they could watch the two lovers in secret, but he had to take the risk to talk some sense into MJ.  
  
“MJ, we gotta get out of here while we can,” he pleaded. “Quick, untie me.” His words fell on deaf ears as she merely moaned and smiled happily, riding him firmly but slowly. “Mary Jane!” he yelled, risking alerting Cat or Rogue or whoever they might have added to the super hero harem. Frustrated by her focus on anything but him, he rocked his body side to side in hopes of alerting her to more than just his dick.  
  
Her eyes shot open with shock and pleasure as her toy began to move inside her. She wasn’t so far gone that she attributed it to a miracle and knew Pete had woken up. Giggling from the momentary jump in pleasure, she collected herself.  
  
“Sorry, Pete, but Cat doesn’t like me talking to you,” she informed, reaching over to the metal table to her left to pick up a syringe. “Nighty night!” she gleefully exclaimed as she aimed the needle at his arm that resembled a pin cushion.  
  
“No no wait!” he quickly cried before he could be put out again for god knows how long. “If, uh, you put me out, I…um…I won’t be able to do this!” he then rocked his hips again, causing a happily giggle from the super model. Oh how he wish he could enjoy this.  
  
“Mmhmmhmm” she moaned and giggled out, again having to collect herself to hold a conversation. “Okay, I’m listening, but if you stop this it’s Mr. Pointy for you,” she threatened, only then setting down the needle, still within easy reach.  
  
He sighed and kept moving his hips, trying his best to keep his own focus on the topic at hand. “MJ, they have you on some drug or something, this isn’t you, you have to fight this!”  
  
“Fight it? Why would I want to fight –this-?” she rhetorically asked, moving her own hips to go opposite of his, causing his dick to press all the more against her walls. With Peter’s hands restrained, she had to fondle her own breasts, pinching her pink nipples and twisting lightly.  
  
He was losing her, and she did make a good point, or her scent was beginning to take over his mind. He had noticed they were all wearing the perfume Rogue was wearing that night at S.H.I.E.L.D. so many nights back. Something about it had a manipulative property. Cat must have stolen it, no doubt from one of her sexual victims. Spider-Man couldn’t think of that right now, there were lives to save, and he was going to start with Mary Jane and himself.  
  
“This isn’t right, MJ! Cat is –killing- people and you could be next!”  
  
Again she giggled, but this time out of amusement. “Oh she stopped killing people. Said she didn’t have to use those disposable men now that she has all of us,” she explained, sending the ball back into Pete’s court.  
  
He was relieved she had at least stopped killing, though he would wager that she probably stopped to turn her trail cold, as well. He could see that familiar face she makes when she’s about to cum, and she might hop off and leave him if she did, ending his one chance at escape.  
  
“And when she gets tired of us? What do you think she’ll do then?” He hoped she would deduce murder and snap out of her trance soon enough for them to make their escape.  
  
“Oh she won’t get tired of us, she’s getting more friends to play with,” MJ casually put, effectively extinguishing another one of his arguments.  
  
He didn’t like the sound of that one bit. He had no doubt that a woman like Cat would have no problem bringing in new recruits. While he hadn’t yet succumbed to the full effect of her manufactured scent, he knew it was only a matter of time before he would fall victim to it and his free will would be lost. He had one last card he could play before his hand was lost.  
  
“Please, MJ, this isn’t you, this isn’t us. End this now and let’s go home.”  
  
“Home? Why would I want to go back to that?” she coldly asked. “I’m happier here than I ever was back there!”  
  
He knew it was the scent, it had to be, that was making her say these things, but it didn’t hurt any less. She did look happy, he thought. Happier than he had seen her in a long time. Maybe all his heroics late at night had left her more alone than he thought. She’d been with him more in the time there than she had been in a long while. Maybe it wasn’t so bad, the situation he was in. There were plenty of heroes out there to keep things running. Who would really suffer for him not being out there every night? Plus, if he played his cards right, Cat may let him out every now and then to do some crime fighting. Best of all, he’d be with Mary Jane. But just then, the fantasy ended.  
  
The lithe bodies of Rogue and Black Cat sauntered into the warehouse, which had been fixed up to resemble a sort of sex buffet, though to Peter it was a dungeon. Apparently they had been shopping as the moment Cat spotted MJ writhing on Spider-Man’s lap, close to climax, she dropped her bags and shouted at the red head.  
  
“Red!” she angrily called, waiting for MJ to turn her attention to her instead of marching all the way over to the couple. Mary Jane put an immediate halt to her gyrations and turned to see a very upset mistress behind her. Knowing her mistake, she quickly climbed off of Peter and rushed over to Cat. She was met with a harsh slap and a stern lecture.  
  
“You naughty little minx,” she yelled down at MJ, who had fallen to her knees in respect. “You know you’re not supposed to even talk to him without me present! So help me if you came-“  
  
“No, no I didn’t! I swear! I’m sorry, really I am,” MJ groveled, kissing Cat’s thigh high laced up boots, made of symbiote rather than leather.  
  
Black Cat let her show her devotion as she turned her attention to Peter. “Poor thing, all worked up and no release,” she said to herself with a pout. “Rogue, be a dear and finish him off.” As Rogue pranced over to Peter, lifting up her skirt on the way, Cat turned her attention back to MJ. “It’s a shame, really. Rogue and I went out and got you all these nice toys,” she revealed, motioning to the sex toys that had spilled out of the bags, “but after this I don’t think you deserve them.”  
  
Like a sad child MJ hugged Cat’s leg, looking up at her with eyes that could soon well up with tears. “Oh no, I’m a good girl! I swear! Please I’m so sorry!”  
  
“Prove it,” she offered. “I give you a choice. You can either lose the toys and fuck Spider-Man or come with me and test out the new toys with me.”  
  
Spider-Man overheard this, even through Rogue’s pleasured moans, and hoped MJ would make the choice she would have made long ago, when things were normal. Sadly, his hopes were dashed as MJ was picked up by a delighted Black Cat and escorted out of sight with the bag of toys.  
  
“Hey!” snapped an irritated Rogue. “Eyes up here, mister,” she said as she gripped his chin and turned his head back towards her. “I need you to cum, ASAP, so I can get in there with them. There’s a whip I want first crack at.”  
  
Rogue then began to do her best to get Peter to climax as quickly as she could. Her skirt had already been hiked up so she could mount the super hero, panties not being an issue. She had left her boots, a similar style to Cat’s, on. Black and white striped stockings reached up past the heavy boots, ending just short of her pelvic region, leading the eyes to a neatly trimmed pussy, currently engulfing Spidey’s cock. Up past the skirt he got a clear view of her flat and pale tummy, twisting as she did upon his lap. Her very bountiful breasts were barely covered by a short black tank top, allowing the tops of her tits to visibly hop up past the collar. The thinness of the top and her lack of bra allowed him to see her pointed nipples and recently added piercings for them.  
  
It seemed she had reverted to the gothic look of her youth, most likely at Cat’s behest. Peter refused to be taken in by the alluring show, however, and shut his eyes tight, even turning his head away for good measure.  
  
Rogue was hanging her head low, bent over as she was working herself up and down his cock as hard and as fast as she could, so she didn’t notice his ignorance of her right away. When she did, though, she growled and yanked his head back into place. “Oh no you don’t you walking cock, you’re coming right now!” With that she pulled her top up just enough to reveal her breasts, their size more than enough to keep the cloth from rolling back down over them. With his eyes shut, she easily sprung a surprise on him, leaning forward and shoving her right tit in his mouth just as he was about to utter a protest.  
  
His eyes shot open as he was nearly suffocated by the perky breast now invading his mouth. Her piercing dangled against his tongue, taunting it to let her nipple touch as well. Rogue took on a much softer face as she ran her fingers through his hair, gripping it to keep him from turning away. “Come on, baby. Don’t resist. Just breathe in the scent and let go already,” she cooed as she massaged her other breast, still humping his crotch, albeit slower than before.  
  
He should have known she’d be wearing that succubus perfume. He had taken to breathing exclusively through his mouth to avoid the scent, and put the rest of his focus into fighting off the temptation it brought on. It hadn’t been easy. Some days he’d wake up and think only of fucking, and not just MJ. He couldn’t put it off now, however, or he’d suffocate. With a sigh against her breast, he inhaled just enough to keep from going blue. Then a bit more, and soon he was taking in the scent with all he could. As the effect took over, he began to suck on the fleshy orb. Her piercing was loads of fun to play with; flicking it with his tongue and feeling it clack against his pearly whites.  
  
Rogue gave a satisfied purr as he finally joined the party. She decided to keep her breast in his mouth a bit longer, since he was so damn good at appreciating it. Before long she wasn’t just interested in getting him to cum so she could join her sisters, but enjoying the ride herself.  Eventually she sat up, riding him much harder and faster and cupping her breasts in her hands, squeezing and massaging them the way Spider-Man wished he could right then. She contemplated untying his hands, so he could rub her tits, or better yet spank her ass (oh how she loved to be spanked), but knew that it was too risky to do that, even in his accepting state.  
  
Soon she had forgotten about the sex toy expo going on in the other room and focused only on being drilled by Spider-Man. Rogue raked her black fingernails down his chest, doing her best to leave a trail but his super strength resisted. It was only after summoning her own super strength, “borrowed” from Ms. Marvel, was she able to mark him. Cat would protest, she was sure, but she was in better standing with her than MJ was.  
  
Spider-Man began to meet her strength with his own, eventually, lifting his hips up to meet her own, managing to lift her off the bed as much as he could in his state. It became a super powered fuck fest before long, a contest of strength as they met each thrust with one of greater force. If Spidey had been trying to escape, he could have easily broken his bounds by then, but for some reason it didn’t even enter his mind to run away from this.  
  
Elsewhere, Cat and MJ had already started warming up, hoping Rogue would finish soon but not about to wait on her. It didn’t take long to undress, much to both their dismay, what with MJ already naked and the symbiote easy to tuck away within the many tresses of Cat’s hair. They embraced in a deep and lustful kiss. Their tongues wrestled almost violently, their matching tongue studs clicking against each other.  
  
They were Rogue’s idea. A stud for all three of them, and any more should they join, with a small tracer inside. They would allow for an easy track on one of them if they got captured by S.H.I.E.L.D., as they aren’t ones to give up easily.  
  
As red and black lips pressed together, hands began to wander. Cat cupped MJ’s perfect breasts. While not as big as her own, they were still more than a handful and damn fun to grope. MJ opted for her mistress’s ass, sculpted to perfection by years of scaling buildings and running from Spider-Man. Cat would be the first to break the kiss, but MJ would move on more quickly.  
  
The model lowered herself almost immediately, nuzzling her face into the burglar’s chest and sucking on her tit with such vigor. She kept groping the woman’s ass but one hand would retreat up to pay attention to her other breast. MJ did her best to taste every inch of her breast at once, but could never possibly fit the whole thing in her mouth. Her efforts were not lost on the villain, of course.  
  
Her form was sloppy, too eager to please and not enough focus on style. Cat knew this and so didn’t double over in pleasure as MJ would have liked. She had gotten better, however, since she introduced her to the fantastic world she had sculpted. For one thing she had learned how to bite down on her nipple and twist it at the same time, without removing it from the breast. Cat stroked the woman’s fire brand hair lovingly, but soon the symbiote persuaded her to heat things up. She gripped her hair tightly and yanked her off her tit, pushing her onto the bed, bent over and pouty face – assuming she had done wrong by her mistress.  
  
Without a word, Cat reached into the bag and pulled out the first thing she touched. The paddle. Rather simple, really, but oh so much fun. Perfect, she thought, as the girl did need to get punished for her previous transgressions.  She didn’t move as Cat came around to her, knowing full well what was to come and accepting it.   
  
She lightly ran the paddle against her cheeks, letting her feel the bumps against her tight tanned ass. Even that was enough to get her to moan, biting her lip in anticipation and looking over her shoulder at the tease. Oh no, she wasn’t allowed to watch. Cat pushed her face into the billowy blanket she lay on. Before she could pick her head back up, Cat smacked the paddle against her ass and caused the girl to let out a scream of surprise, and would emit many more of pleasure, later. Again and again she spanked the woman, reddening her ass until it matched her hair.  
  
Cat tossed the tool away and knelt down to inspect the punished’s folds. She was dripping wet, her lips swollen and waiting. Cat couldn’t help herself and dove right in. Her face was pressed against her cheeks, and she felt the heat of her punishment on them. She grinned at this fact as she licked her clit, swirling her tongue into her folds soon after and adding the expert skill of her fingers.  
  
MJ convulsed on the bed, doing her best to stay in position as to not upset Cat and be punished in a way she wouldn’t enjoy. She couldn’t help bucking her hips back against Cat’s face, however, though she didn’t seem to mind. She gripped the blankets tight and held on for dear life as she felt her orgasm finally near. But it wouldn’t come, or rather she wouldn’t come.  
  
Cat knew her body well, and could tell the orgasm was coming and wouldn’t let it. MJ would look at her with a pout, wordlessly asking why she refused her. “You shouldn’t have gotten yourself so worked up on my Spider-Man’s dick before we got home. Maybe this will teach you to know your place.”  
  
Mary Jane wouldn’t argue. How could she? Black Cat was infallible in her eyes now and arguing would only worsen her situation. She was only so lucky to get her prize now, being allowed to eat out her mistress. Cat had climbed onto the bed and spread her legs for her, giving her a clear view of her cleanly shaven puss.  She pulled herself up to the woman and waiting for the go ahead to start. With a simple nod MJ was off, diving her face into the heated snatch and doing her best to please her sexual savior.  
  
Again her form was sloppy, frantic, and lacked focus. Still, it was enough to get Cat off. Biting her lip, she kept one hand on the back of MJ’s head and one on her breast, massaging it the way MJ needed to learn how to. Her lower lip was bit as she laid her head back on the many pillows, closing her eyes as her slave worked on her velvet folds. All the while, Cat thought of Spidey. She always thought of him in times like this. His image was the only thing that could get her off. She imagined he was between her legs now, ravaging her pussy with his skilled mouth and sharp tongue.  
  
“Oh Spidey, that’s it, eat me! Take my pussy into your mouth!” she yelled through her fantasy.  
  
MJ didn’t care. What attachment she had for Spider-man was purely sexual now. Anything one could call love was only felt for Black Cat. She wanted so badly to please her, to make her scream her name in ecstasy.  So she would double her efforts, losing any semblance of form she had before.  
  
Black Cat was too lost in her fantasy to care. She thought back to the night that started it all. When she first fucked Spider-Man on that roof so many months back. How she quivered at his touch when he reached into her suit to steal money she only took to get his attention. Oh she played it cool then, but she was a wreck in her mind. She remembered how he took her breasts and her hand mimicked his actions on her own right then. The taste of his cock entered her mind, how good it felt to take his length into her all too willing mouth. Her hand reached up so she could engulf her fingers her mouth, still covered in the red head’s juices. As that taste countered her memory, she realized it was Spider-Man going down on her, it was that tramp of a whore he married. That fucking bitch he chose over her and still to this day finds her a more suitable mate than herself.  
  
Oh she did her best to make him forget. She never let MJ come with him, or he with her. She made sure she was always the one to finish him off when that ginger bitch was yanked from him. She was so much better in bed than her, more curvaceous and beautiful. Perfect for him in every way and yet still he persisted in putting Mary Jane on a higher pedestal. She looked down at the happily cunt eating whore between her legs and she grimaced.  
  
They symbiote began to overwrite her humanity and so she locked her legs around MJ’s head. She squeezed tight, keeping her face buried in her snatch. The stupid bitch just kept eating her out, figuring that’s what she wanted. The dumb whore didn’t know Cat wanted her dead right then, wanted to pop her head like a grape between her well toned thighs. To bathe in her blood to rejuvenate her skin. It was only thanks to MJ’s continued efforts did she relinquish her blood lust. She was brought to an orgasm before she could give in. Her legs loosened and MJ merely coughed to catch her breath. She never moved from her spot.  
  
“N-now can I come?” MJ fearfully asked.  
  
Black Cat quickly recovered from her orgasm and smirked at the girl. For now, it was enough that she had her so ensnared in her sexual grasp. She would make Spider-Man feel the crushing pain of losing his love to her. “No, wait for Rogue to come in.”  
  
Again MJ pouted those luscious red lips, turning to sit on the floor and watch the door for when Rogue would come in to fuck her to her long awaited climax.  
  
Rogue would hit three orgasms before he finally came, effectively ending her obligation and his usefulness for the time being. After catching her breath, she picked herself up and shakily walked to the metal table to get the drug to knock him out. He was not to be left alone and awake for too long.  
  
He managed to catch his own breath in time to speak up before she could prick him. “Wait, Rogue, stop. You don’t need to do that. I need…I need to talk to Cat,” he pleaded.  
  
Rogue looked at him with a curious eye. He had tried this before, managing to convince MJ to undo one of his arm straps. He nearly broke free of the other, but thankfully it was a threesome at the time and Rogue was there to pin him down until they both finished.  Still, something seemed different about him this time. Not taking any chances, Rogue made her decision. “Sorry web-head, but I gotta put you to sleep. I’ll let Cat know you wanted to talk to her after you wake up.”  
  
“No no don’t-“ but it was too late, the needle was in and he was out like a light. Thankfully it was a small dosage and he would be awake within the same day. Rogue smiled and gave him a sweet kiss with her dark lips and hurried over to Cat and MJ, hoping they hadn’t done too much without her.  
  
It would be Black Cat that he would be met with this time around. She had waited patiently for him to wake up. She wore her old uniform, or at least the symbiote took that form, and sat in a high back chair. To her right stood Rogue, wearing yet another gothic outfit. Tall boots with buckles accented her toned thighs, barely covered by a lace skirt. A form fitting corset covered her stomach above an exposed navel and revealed the top halves of her pale tits. Long fingerless gloves ran from her elbows down, tied up with red string. To Cat’s left was Mary Jane, his love, naked and on her knees. The only thing she wore was a collar, spiked, and with a leash that rested in Cat’s lap. She smiled a devious smile as he awoke; this time bound to the X shaped structure he had found himself on months back.  
  
“Good, you’re finally up. I was afraid Rogue gave you more than she said,” Cat purred out. She bit her lip as she looked him up and down, naked save for his mask, something she had refused to take off since he got there. He was still her one weakness, and yet he was powerless to stop her. “Rogue tells me you wanted to talk to me? I hope it’s not just more threats and insults. You know how they hurt me, and how I hurt her in response,” she explained, tugging on the leash harshly to demonstrate her quickness to hurt MJ.  
  
He gave no reaction at what he saw and spoke plainly. “I give up.”  
  
None of them were really sure what to make of his confession. For some time he had fought off the perfume, waking up only to fight some more. It consumed his every waking moment, even while they used him as a sexual scratching post – leaving the marks to prove it. Although Rogue was ready to denounce his claim, she wouldn’t dare speak out of turn when Cat was present. She was a far cry from MJ’s state of being, acting more as a number two than a pet, but she knew Cat could easily change that. Besides, she owed her everything.  
  
Smiling, both deviously and excitedly, Cat stood up, taking MJ along with her. She stood before Peter, examining him. She could just take off his mask to see if he was lying, but she would never dare diffuse the illusion she had set up for herself. Not able to deduce if he was lying from his face, she thought of a better idea.

  
“You understand my reluctance to believe you, Spidey,” she started, walking around him studiously, MJ on hands and knees behind her. “You’re going to have to do a lot to prove it to me.”  
  
“Just tell me how,” he said, with a hint of eagerness in his voice. She nearly came at the prospect that he could be hers tonight. He was either a good actor or had finally fallen prey to her scent, or, better yet, given up all hope.  
  
Once she completed a lap around him, she stopped and stared him down. “Fuck me,” she offered. “Fuck me in front of this dog you call of a wife,” she added, pulling up on the leash and nearly choking the girl. “Fuck me harder than you’ve ever fucked her and make me believe that you’re committed to me now. That you finally see that I am so much better than her.”  
  
Spider-Man would only nod in acceptance, giving no time to think it over or give a counter offer. Pleased, Cat offered the leash to Rogue and told her to take her wherever, so long as she was present for this. Cat got to work right away, licking her lips with anticipation as she ran her symbiote covered hand over his member.  
  
“No,” he simply said, much to her dismay. She would look at him with angry eyes, furious that she may have been denied after such a daring tease. “On the bed,” he clarified, nodding his head over towards the nearby bed.  
  
She nearly cried right there. Sure she was definitely into the kinky stuff, but him wanting to make love to her on the bed just seemed so romantic, so much better than rubbing up against him as he was tied to a giant X. Biting her lip, she quickly undid his binds. Rogue watched from nearby, ready to fly into action if he tried anything. He wouldn’t, though. Instead he took her hand and escorted her over to the bed. Rogue hadn’t seen anyone lead Cat anywhere since…ever. She was always in control. She decided when, where, and how for everything. If he wanted, Spider-Man could undo everything they had worked for. So she would just watch, for now, and wait for him to pull something.  
  
Black Cat was now eagerly lying on the bed as Spider-Man crawled on top of her. She shivered with delight as he placed many little kisses all along her neck. His touch was so soft, so sincere. He knew exactly where to pet her. Without effort he already proved he knew how to please her better than anyone could ever hope to. He was giving her the night she had always wanted, with the added members of a gothic mutant and a red headed love slave sitting 20 feet from them.  
  
Wherever Peter moved his hand, the symbiote instinctively moved away. Her arms, her sides, her hips all became bare to his approaching touch. It felt nice to know romance again, to take things slow and at his own pace. He smiled as he finally began to kiss her lips, teasingly pulling away whenever she began to kiss back. Not to upset her, he let her have his lips, entering a full embrace with her. Arms and legs entangled as their lips moved with each other.  
  
Cat whimpered as his hand cupped her breast, the black alien moving away and introducing her skin to the cold air. His arm hand would take care of that, however, hardening her nipple from lust rather than a temperature drop. She hugged him close, smushing her large breasts into his muscled chest. She quivered at the feeling of his skin meeting hers. For the first time since that night, she had recaptured the feeling she had with him back on the roof far too long ago.  
  
He would enter her slowly, out of consideration rather than resistance, and was met with a girlish whimper. Smiling, he pushed further in, slowly as if it was their first time. A  hand cupped her breast as he continued to fill her, massaging it just the way she liked, twisting her nipple between his fingers once he was fully inside of her. She looked up at him with such wanting eyes, all the evil she had gained tucked away for that moment. Then he began to pull out, and push back in. Making love to her for the first time.  
  
To her, this was better than any of the sex she had had. She pulled him down to her, hugging him close as she nuzzled her head into his shoulder. He began to pick up the pace and soon she was meeting his thrusts with her own little ones. Her long legs wrapped around him, pressing down on his ass to give him something to fight against, forcing him to go harder, deeper. It didn’t take long for her to cum. It wasn’t hard, and it didn’t last very long, but for her it was the best orgasm she ever had.  
  
He sat up a bit, still buried inside of her, and looked down at her glowing face. She reached up with a delicate hand and ran it against his cheek. “Oh Spidey…” she started. “This was beautiful.”  
  
“You’re beautiful,” he returned.  
  
“…but I didn’t want to make love, I wanted you to fuck me,” she finished. And just like that she was back to her old self. And apparently, Pete was right on board. Matching her devilish smirk, he resumed fucking her, much harder and with more speed now.  
  
She howled in pleasure. Her legs stretched out, giving him more room to work with, and her hands clutched at his ass, feeling his muscles move as he fucked her better than she could have imagined. “Oh FUCK! That’s it! OH god yes! Oh god this is what I’ve been waiting for! Fuck me you bastard, fuck me raw!”  
  
He would all too gladly abide, slamming his cock into her as if he was trying to break through. His super strength was coming through, and he fucked her harder than any normal man could. She would definitely feel it tomorrow, but right now she was in pure bliss. “Oh god, Cat, your tits,” he simply put as he watched her large jugs bounce in tandem with his thrusts. He leaned down and took one into his mouth, sucking on it deep and biting down hard, nearly breaking the skin.  
  
Her back arched during one of her soon to be many orgasms, and yet he did not yield one bit. Screaming his name, she managed to overpower him and flip him over, not missing a beat and began to ride him for all he was worth. She didn’t lift up her hips, but instead just gyrated like a broken carnival ride, moaning like a forgotten ghost.  
  
Like the breast man he is, he reached up to her bouncing breasts and groped them for all he was worth. “You have the BEST tits, Cat!” he admitted, pulling on her nipples to elicit more moans from her.  
  
“Better than Mary Jane’s?” she asked, forcing her to think of that yesterday’s news in the middle of fucking her true love.  
  
“Way better,” Spider-Man replied with no resistance.  
  
Testing the waters, Cat asked for more. “Say I’m better than MJ!”  
  
“You’re better than MJ!”  
  
“Say I’m better than Mary Jane Watson!”

“You’re better than Mary Jane Watson!”  
  
“Again!”  
  
“You’re better than Mary Jane Watson!!”  
  
“Again again again!” she cried, riding him harder and harder with each scream of the phrase she so longed for him to say. Hearing him say that gave her more pleasure than she thought any word could give, and he was all too happy to scream it to the heavens, but most importantly within ear shot of the woman in question.  
  
After a handful of orgasms between the two of them, Spider-Man proved his stamina by not letting the ride end. Doggy style was the position now, facing Rogue and MJ. Rogue was visibly amused by the escapades, happy that Cat would finally stop making them work over time to turn Peter to their side. MJ had no expression. If anything she was entranced by Cat’s pleasure. She studied his moves in hopes of copying them somehow and giving Cat that same amount of joy.  
  
Once Cat had finally had her fill, she signaled to Spidey that he could rest. He gave her reddened ass a kiss, having spanked it harder and longer than Cat had done to MJ earlier, and sat back on the bed, watching the wobbly legged beauty carry herself over to Rogue and MJ. Regaining her composure, she took the leash from Rogue and ordered MJ to stand. All too happily the woman did.  
  
“Sweet sweet Mary Jane. You’ve severed me so well over these past months, and I’d be lying if I said it wasn’t fun breaking you in,” Cat started, speaking sweetly to the model. “But with Spider-Man finally on my side, I no longer need you to convince him to surrender.”

MJ’s face began to turn from obediently happy to painfully sad. “What…what do you mean?”

  
“What I mean, dear, is you have outlived your purpose. I have what I want, and unfortunately you don’t fit into my future plans. In fact, you’re just a sad reminder of what stood in my way for so many years,” Cat put, and with that the symbiote that had recently taken its shape back around her body shot out from her, the tentacles wrapping around MJ’s neck, arms, and legs and lifting her into the air, demonstrating its power.

“But…but…I love…you…” Mary Jane choked out, hoping to convince her mistress to take her back.

"Wait!" The silence of the room was broken by a single plea for levity. All eyes turned to Spider-Man, still catching his breath by still rushing to stop Black Cat's hand. "Don't...Don't kill her....Please, Cat," he begged of his new love.

"Why not?!" she questioned with furious anger, enraged by the very idea that he would see any reason to keep her around. "You don't need her anymore! I don't need her anymore! What good is she to anyone?!"

Spidey looked at his wife, tears running past her streaks of mascara and kissing the black tendrils that gripped her neck. It was true, he had chosen Black Cat over MJ, completely and forever, but he was still not without a heart, despite whatever spell had befallen him. He knew he couldn't reason for her life to be spared and send her away, he couldn't say that he still loved her, and didn't want to see her killed or even harmed in any way, that it would destroy him to lose this last face of his past life. Any of those words would have driven Cat into a murderous rage that could have taken more than just the life of MJ. So he did what he felt was the next best thing, the only alternative to see MJ continue to live, even if it wouldn't be much of a life.

"Keep her," he said after his long pause, stirred to answer by the sudden cough and wheeze MJ gave from the tightening grip. "As she is, as a pet. A reminder, for you, of what you've accomplished. Of who you conquered in order to have me," he pleaded. He desperately tried not to cry when he looked at her failing to hold hers back. "As a joke. A toy. A thing."

Black Cat thought for a moment, studying his expression and his words carefully, and listened to the haunted whispers of the Symbiote. She considered how good it would feel to kill her, right here, and right now. To remove this final obstacle forever and leave no chance of her becoming a threat again. But how could she ever be a threat to me, she wondered. Then she considered how good it would feel to punish and humiliate her, day in and day out, as a reminder to herself, and Spider-Man, of what she had done to win his heart. With a crooked smile, she ordered the symbiote to release MJ, causing the redhead to fall to the floor, coughing, on her hands and knees. 

MJ looked up, relieved that her life had been spared, and she thanked her savior. "Thank you, mistress!" she panted. "Thank you for sparing me!" At that moment, Spidey knew she was truly lost, completely captured by Black Cat. While he too had chosen Cat's side, he only hoped that he wouldn't become some broken toy like MJ had.


	9. Issue 09: Epilogue

**Summary for the Chapter:**

> Detailing the state of the world after Black Cat, Spider-Man, and Rogue seize it for their twisted pleasure.

**Notes for the Chapter:**

> The characters in this story are property of Marvel comics. I have used them in honor of the comic series and admiration for the characters. This story is original and is in no way tied to any of the canons of the Marvel Universe (to save myself the grief of working with time lines). This story contains adult material of a sexual nature. If it is illegal for you to view such material, turn back now. This work is copyrighted to the author. Do not post this on any other site or use it for personal gain. It is for entertainment purposes only. Thank you.

It didn’t take long for Black Cat to put her full plan into action. Unbeknownst to her, of course, it was all the symbiote’s doing. From day one that it met her it had its plan to grow in power and eventually replicate, but Cat did do her part well, and continued to. Black Cat attacked the world on three fronts: herself, Rogue, and Spider-Man.  
  
Cat, with her knowledge of people in high places, having frequently stolen from them, was able to infiltrate the highest levels of government and beyond and seduce her way into power – behind the scenes of course; she didn’t want to alert anyone to her movement.  It didn’t take her too long to corrupt everyone she needed to. They were already men of little moral value and took to her like a duck to water, falling under her spell almost instantly. And with the help of the perfume she wore, they were all too happy to let her meddle in their business affairs.  She also went after some of the heroes with high influence, like Tony Stark and Reed Richards.  
  
Rogue worked on the mutant population, starting with the X-Men, of course. She had to be far more aggressive than either Cat or Spidey as she was dealing with several telepaths and so they had to be dealt with first. Seduction was easy once she got close enough for them to take in her scent. Like Spider-Man, some had to be contained and “persuaded” to their side. Xavier proved far too difficult and so was just snuffed out entirely. She had no difficulty getting Gambit to her side once she showed him her powers were under control, and that night he proved himself to be the perfect Spider-Man to her Black Cat. That didn’t stop her (or anyone else) from sampling the other fruits of the mutant world, of course, and Gambit was also put to work on seducing some of the more resistant women.  Wolverine, too, was a bit of a fighter – more so than the other mutants. Luckily he was eventually broken in like the dog he was instead of being put in the ground along with Xavier.  Rogue had the best luck with the Brotherhood. It took her only a night to get them all under her spell, and all at once too. Boy was she sore. Emma Frost practically volunteered herself and the rest of her crew. Having a powerful telepath on their side so early on proved useful as the influence spread.  
  
Spider-Man worked on the rest of the heroes, especially the super strong ones. First and foremost he hit up She-Hulk. Already as frisky as she was, it wasn’t hard to get her into the sack, and once she was on their side she was able to handle the men on Spidey’s list, along with some of the women he couldn’t quite overpower.  More than a few resisted the scent to much effect, and it eventually became clear that the resources should not be wasted on them and they were done away with.  The loss of Captain America was especially damaging to the movement. His natural charisma and leadership skills would have come in handy in the recruitment of others, but his resilience to the scent and devotion to his country was just too strong.  
  
As their numbers grew, some heroes came over willingly. Sex starved fetishists were not uncommon amongst the capes, it seemed. Not long after the majority of the hero population was taken over, the villains were put on their list of new world order members. They were far easier to persuade than the heroes, of course, but some still resisted. Dr. Doom, along with Latveria, remains unaffected to this day. It’s estimated that little over 25 heroes and villains also remain unaffected, helping out the resistance to Black Cat’s new world order.  
  
There was of course the resistance. Those who saw the effects of the scent as mind control, an abomination against free will. Despite the occasional help from resistant supers, many were captured. The “studs” and “vixens” were introduced to the scent and quickly turned in order to help spread the message. Those who didn’t fit the strict bill of physical beauty and stamina were sent to Hulk and She-Hulk. Cat didn’t foresee the reaction her mixture would have with the gamma radiated blood of the two hulks. Not long after being introduced to it, they became more sex starved than anyone, and because of their strength and stamina few could keep up with their needs. So, prisoners deemed unfit for the new world were given to them. Men and women were literally fucked to death by the green sex fiends. They tried letting the two loose on each other, but they caused more destruction than when they fought criminals and so had to be separated by an entire globe.  
  
Not much changed beyond that. Trains still ran on time, work was still performed, and lives were lived. The only added benefit was far more sex. It even became a type of currency, urging the citizens to improve their desirability and performance. And, of course, there remained a few underground who kept their “free will,” but they haven’t made any noise in years – fearing the death by fucking.  
  
Of course, the symbiote must be mentioned, as it wasn’t just along for the ride – it had its own goals; goals that Cat was all too happy to fulfill. Once Cat was secure in her new position of power, the symbiote began to replicate, and spread. One was required of every citizen; badge, a symbol of the allegiance to the new, sexual, world order.  The symbiotes continued to feed how they had been before, with Cat, encouraging sexual desires in order to gain nourishment from the adrenaline. Soon there was no need for the scent, people had become accepting of their new fate, and the symbiotes made sure they stayed that way. People were complacent on their leashes and the symbiotes became rather docile. It was estimate that soon the symbiotes would merge with the human form, creating a perfect hybrid.

Black Cat and Spider-Man sat at the highest seat of power, overseeing the working gears of the world and making sure nothing came to put a stop to all their fun. In truth, Cat could care less for everything she had done. It was all just an effort to keep the power in her favor, so no one could ever stand up to take her away from her beloved, Spider-Man.


End file.
